


Infinite Earths

by starrdust411



Category: Agents of S.H.I.E.L.D. (TV), Captain America (Movies), The Avengers (Marvel Movies)
Genre: Age Difference, Alternate Universe, Alternate Universe - College/University, Alternate Universe - Fairy Tale, Alternate Universe - Fantasy, Alternate Universe - Gender Changes, Alternate Universe - Race Changes, Alternate Universe - Student/Teacher, Awkward Flirting, Crossovers & Fandom Fusions, Domestic, Established Relationship, F/M, Fanboy Phil Coulson, Fantasy, Female Steve Rogers, Fluff, Fluff and Angst, Getting Together, Humor, Kid Skye (Agents of S.H.I.E.L.D.), M/M, Mild Language, Older Man/Younger Man, Parent Phil Coulson, Pining, Racism, Slash
Language: English
Status: In-Progress
Published: 2014-07-12
Updated: 2014-11-09
Packaged: 2018-02-08 13:45:30
Rating: Teen And Up Audiences
Warnings: No Archive Warnings Apply
Chapters: 8
Words: 28,983
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/1943397
Author URL: https://archiveofourown.org/users/starrdust411/pseuds/starrdust411
Summary: <blockquote class="userstuff">
              <p>A collection of short stories set on alternate realities and separate worlds all centering around Phil Coulson and Steve Rogers.</p>
            </blockquote>





	1. Mythical Creature

**Summary for the Chapter:**

> Shipwrecked and alone, Philip takes all the help the sea can offer him in order to survive.

Philip did not know how long he had been drifting -- two or three days perhaps -- as the events of the wreck were starting to become nothing more than a blur in his mind the longer he laid in the tiny boat, baking in the sweltering sun. There was no food left to eat or water to drink, no fresh water at least, but Philip had known longer stretches without nourishment and had gotten through relatively well. Yet here he lay, curled onto the planks of heated wood, debating the level of his own sanity, because surely he had not been shipwrecked long enough for him to start hallucinating.

It had started as splashing. An innocent enough noise given the circumstances because Philip had spotted dolphins breaching the water onboard the now sunken ship and knew that there was likely a pod nearby. If it had been the first day or the first hour of his isolation he may have lifted his head to get a better look, but Philip's strength was already leaving him, so he pretended to ignore the sound as he sought to conserve his energy. The splashes soon grew louder, the boat swaying along with the rippling waves; a clear indication that the pod was swimming closer and distantly Philip wondered what dolphin meat would taste like.

Water sprinkled down against his skin, already red from enduring the sun's wrath, and Philip found himself cringing slightly as he stirred. He turned his head to see if there were storm clouds overhead, only to see that the damned sun was shining all the brighter above him. Another sprinkling came and when he licked his lips he tasted salt water. No doubt this was the dolphins again.

He pushed himself upward onto his elbows. If he could get his knife, perhaps he could carve one up for food. The idea was enough to make his stomach rumble, but it grew cold when he remembered there would be no way to cook the meat. Still he groped around for his weapon, fingers landing against the familiar hilt just as an unexpected noise greeted his ears.

A voice.

"Hello?" came the soft whisper against the gentle splashes. The voice was smooth and masculine and Philip felt his heart go still. He had not considered that another member of the crew could have survived, but clearly he was not the only fortunate one. "Hello? Is someone in there?"

A large hand grabbed the edge of the boat and Philip grimaced as he found himself listing against the unexpected weight. "Steady now!" he cried out as he scrambled to straighten himself. "You'll capsize the boat!"

A soft splash greeted him just as Philip grabbed an oar and dipped it into the water. He held the oar firmly with one hand and then braced the other end of the dinghy with his own weight. "All right now. I should be able to pull you on board."

Another splash and Philip was puzzled that the newcomer was not reaching for the vessel or the oar. "N-no need," the voice said sheepishly. "I only wished to make certain you were alive."

Philip frowned. He crawled away from his end of the boat and over to the waters where the voice had come from. A young man stared up at him and Philip felt his breath catch in his throat. The man was absolutely beautiful with his sharp features and full lips. He gazed up at him with eyes so clear and blue that Philip could have sworn he was staring at the sky. Long blond hair clung to his bare shoulders and down his damp body and Philip felt his heart grow absurdly warm. 

"Were… were you aboard the ship?" Philip asked once he had regained the ability to speak. The crew Philip had set sail with had been a tiny one and he did not recall ever seeing this young man's face before. It was not one he could have forgotten no matter how much time or horrors had come and gone.

The young man shook his head and Philip felt something in him twinge in sympathy.

"You poor devil," Philip said as he reached out a hand to touch the young man's shoulder in a comforting manner. He was completely soaked, but seemed oddly at ease as he continued to wade through the water peacefully below him. "How long have you been out here?" 

His smooth brow furrowed in confusion as he glanced around the open waters. "Well… forever I should think."

Philip stared in horror and pulled back his hand in shock at the flat response. "How…?"

"I saw your ship go down," the young man interrupted. He ducked his head slightly as if to apologize for the rudeness, but it seemed he wanted to change the discussion right away. "I have been searching the wreckage for days. No human seemed to have survived. Well… you are the first I have found, I'm afraid."

_No survivors._ Philip's head seemed to thud and his body all but went cold as he let the words sink in. It was a hard enough thing to think, but to have it said aloud… to know that it was true…

"I'm sorry," the young man whispered. His damp hand reached out to touch Philip's fingers. His touch was hesitant and uncertain as if he had never done such a thing before. In an odd sort of way, it seemed as if he were mimicking Philip's previous gesture more than actually offering comfort and that struck him as strange. "I can help you if you wish. I can show you the way to land."

He nodded distantly, his head still reeling even as he cobbled together enough sense to speak. "Is it far from here?"

"Not too far," he told him. "Less than a day's swim I should think. We should be able to reach the shore by nightfall."

Philip frowned at that. "Why would I wish to swim to shore?"

"Oh, you need not swim the distance. I know that those things are not used for swimming." Philip felt his frown deepen when he saw that the young man was pointing at his legs. "I will swim and you can follow in your small ship."

"Fine," he agreed as he gripped the oars in his hands. He was far too confused to argue and if it meant land beneath his feet and shade over head, he would be willing to follow this strange young man anywhere. "Fine… what shall I call you?"

A blank expression spread across the smooth young face and something clicked in the back of Philip's mind. 

"What are you?"

The young man looked somewhat sheepishly as he pushed himself away from Philip's boat and for one horrifying moment he feared that the boy would swim away. He did not, only eased himself backward so that his lower end could float closer to the surface. His tired eyes widened at the sight of a long scaly tail as blue as sapphires emerged from the depths, the silvery fins flipping in a steady motion as if to greet him and Philip found himself reeling back.

-

Philip rowed until his arms were tired, but the merman seemed to have a bottomless wealth of energy, and when Philip felt too weakened to go on, he would push at the boat with his powerful arms, his fins pushing hard and steady against the current. They reached the shore before the sun had set and Philip was so tired that he actually collapsed onto the sand as soon as he set foot upon it.

His eyes must have drifted shut for a moment, because when he opened them again he found that the merman had crawled his way onto the shore beside him, laying flat on his stomach and studying Philip curiously. He smiled at the merman, but found that he was too weak to even properly turn away. 

-

The island was deserted just as the merman had told him. It was also small enough that Philip could walk across the shore in a given day, but there were plants in the thicket that bore fruit and Philip was able to eat something other than the fish that his new friend brought him every day.

He cut branches and used them to make himself a temporary shelter. He used the dried wood and dead leaves to light a bonfire every night. Philip was confident that he would be found soon. This island was not far from where his ship had gone under. They had used a common shipping route and sooner or later another merchant vessel would pass through and rescue him. 

Until then, he had food, shade, and pleasant company. This island would be a decent place to pass the time. 

-

"You need a name," Philip decided on the third day of his stay on the island. "I see you every day and may see you for a few days more. I should have something to call you."

The merman considered this for a moment, turning his head this way and that as his tail flopped comfortably against the wet sand. The merman could drag himself onto the beach and his arms seemed strong enough that he could perhaps even crawl all the way into the thicket, but he preferred to stay near the water so that his tail would not dry out. "I've never had a name before," he said at length. His silvery fins gleamed in the sunlight as he gave the shallow waters a thoughtful splash. "I wouldn't know how to give myself one."

Philip smiled as he brushed the sand off of his friend's back. "I have always liked the name Steven."

The merman turned to him and smiled pleasantly, a smile he gave Philip quite often and always sent his heart fluttering inside of his chest. "Then Steven I shall be."

-

Philip did not know where Steven went at night, only that he always left him around sunset, disappearing into the ocean until the sun rose again, when he would greet Philip with his warm smile and an abundance of fresh fish.

There was a nice little cove near the eastern end of the island where Philip could wade in the water while Steven climbed onto the flat rocks and perch peacefully. His tale would glisten in the sun and Philip wondered how smooth the scales would feel against his hands.

"Am I the first human you have ever seen?"

"I have seen humans before," Steven said instantly, almost defensive. "They were always so thin and pale… they never spoke, only floated sadly in the waters and wore rags about their frames."

Philip frowned. He did not have the heart to tell Steven that he had just described a corpse.

-

Philip had not meant to flinch the first time Steven touched him, but it was so sudden that he could not stop his body from pulling away on reflex as Steven's large hand reached towards his cheek.

"I am sorry," Steven had told him sincerely. His eyes were widened and Philip knew right away that Steven thought he was offended. "I am sorry. It's just… your face has changed so much."

Philip knew right away that Steven was referring to the patches of hair sprouting from his chin and cheeks and not the fact that his skin had turned a rich brown over the last few days. He rubbed his palm against his chin. "I'm growing a beard," he informed him. "Not by choice, mind you."

Steven stared at him in silent wonder, and Philip found it hard to imagine that there could be anything so intriguing about _him_. He watched as Steven's broad fingers twitched with the desire to touch and Philip realized how long it had been since someone had actually touched him. He grabbed Steven's wrist gently in his hand and guided his fingers against the short prickling hairs. Steven's eyes widened and he soon grew bolder with curiosity. His palm pressed flat against Philip's cheek as he rubbed the hairs gently.

"You don't grow beards?" Philip almost panted as Steven continued to pet his face. It was hard to keep himself from moaning, but he allowed his eyes to slip shut against the pleasant sensation.

"No," Steven said automatically. His hand stilled as he seemed to reconsider his answer. "I don't know. I… I've always been… I've never…"

Philip nodded in understanding. How lonely Steven must be.

That night he forgot to light the bonfire and did not think about it until morning.

-

He was not the least bit surprised to know that Steven tasted like the sea. His lips were soft and hesitant against Philip's hungry mouth and he thought for certain that he could stay like this forever, his tongue caressing the salt coated mouth, his teeth nibbling full lips and his lungs filled with foamy sea air as he breathed Steven in.

"Oh Philip," Steven gasped as he pressed him flat against the hot sand. He could not stop his mouth from burning a trail from Steven's lips, across his chin, and down his throat until he was practically suckling the salt from his collar bone. Steven's tail splashed desperately against the tide and at long last Philip knew just how smooth those sapphire scales felt. "Philip please."

"Stay," Philip sighed as he came up for air. He cupped Steven's cheek, the sand already clinging to his smooth, golden skin. "Please, stay tonight."

Steven gazed up at him longingly, his usually bright eyes dark with want and Philip thought for certain that this was just like gazing into the sea. "Only if you stay with me," Steven all but begged as his fingers brushed against the soft hairs coating Philip's face. "Please. Stay with me. I can't be alone again. I… I love you."

Philip did not hesitate as he dipped down to capture Steven's lips in another kiss. He would not, could not let Steven be alone ever again.

**Notes for the Chapter:**

> This is inspired by a challenge that I came across on tumblr a few months ago. Since Capsicoul is my ship of choice at the moment, I decided to write the stories around that pairing. It's a "30 Day Challenge" but 1) I will not be going in any particular order and will fill prompts as they inspire me and 2) I will not do all thirty prompts because there are some genres that I simply will not touch (so no Zombie AU).


	2. Seniors

**Summary for the Chapter:**

> Once Phil had been bitter that he had met Steve in his autumn years, but autumn was a dream when you're trapped in an endless winter.

Phil wasn't an earlier riser by choice. By precisely six-fifteen, every morning without fail, his body would tell him that he had his fill of sleep and the cloud of slumber would evaporate no matter how pleasant his dreams had been or how warm his sheets still were. He groaned and rubbed at his eyes, blurred with more than just sleep, before gingerly sitting up and untwisting himself from the cocoon of sheets.

There was no need to rush, nowhere to be, but Phil was still frustrated by how long the mere act of getting out of bed now took him. He couldn't fling back the sheets and hop to his feet the way Steve still could, couldn't even grunt and roll sluggishly out of bed the way he used to a few years ago. Sitting up and gradually regaining his senses before flexing each limb until they were ready for the day was the best he could manage, and that took a good ten minutes if he was feeling spry. He slipped on the glasses that he now needed for more than just reading and blinked a few times in order to adjust his vision. His feet slid into the slippers that Steve always kept by his side of the bed and his back gave a dishearteningly loud pop as he stood on wobbly legs. His gnarled hands made for the cane at his bedside table, also courtesy of Steve, and after a not so quick visit to the bathroom Phil at long last shambled his way towards the kitchen.

A pot of freshly brewed coffee and a bowl of warmed oatmeal were waiting for him on the counter, because Steve always prepared breakfast before he went on his run. He had also made certain to lay out Phil's medication next to the toast and water glass, with a little note reminding him not to take them without eating something first. Phil snorted at the reminder, but still smiled as he grabbed the mug that was already washed and dried and waiting by the sink before filling it near the brim with coffee. He snuck in a spoonful of sugar, because just one teaspoon wouldn't hurt, and stirred away the evidence of his small crime with trembling hands.

Steve returned from his run before Phil could even finish blowing at his first spoonful. He was still all fresh faced with his rippling muscles and thick blond hair and the grin on his lips had a way of making Phil's heart ache. He came in through the front door, glistening with sweat and smiling contently. "Got your paper," Steve informed him cheerfully as he held the rolled up newspaper in the air.

"Good boy," he chuckled. Phil smiled and motioned for him to come closer, which Steve did without hesitation, eagerly accepting the quick peck from Phil's thinned lips. He smelled like sweat and sunshine and as usual Phil found his hands lingering against his pulsating neck. "Have a good run?"

"Not bad," Steve shrugged indifferently. He offered Phil's cheek another peck before turning back to the kitchen in order to fix his post-workout smoothie. "Sleep well?"

"Like a log," Phil lied, because his right leg and chest had given him a bit of trouble during a late night thunderstorm. He didn't want to tell Steve that. It would only make him worry.

Steve finished off his smoothie and then grabbed himself a bowl of oatmeal, some toast, and a few eggs. He polished off three bowls before Phil could even finish off half of his own. He allowed Phil to have some salt free, low fat butter for his toast and Phil thanked him even as he silently wished with every scrap of the knife that it was a cheese Danish.

After breakfast, Steve poured Phil another mug of coffee which he drank while he read the paper. Steve cleared the table and scrubbed the dishes and reminded Phil once again to take his medicine. Phil hummed and put his newspaper aside before fiddling with the caps of his bottles. He took each tablet one at a time with a large gulp of water just the way Steve wanted and wondered for the hundredth time how nineteen forties science could produce a near immortal superman, but modern medicine couldn't create _one_ simple pill to help keep his heart working.

Phil still remembered the day Steve had turned one hundred. They had all gone out of their way to mark the occasion, Stark even finding a cake large enough to hold one hundred candles. The light the cake had produced was enough for a small bonfire and Steve actually had to take three tries before finally putting them all out. All night long there had been a dozen old man jokes and comments about how well preserved Steve still was, yet Phil couldn't help but reflect just how preserved Steve was. It was only starting to hit him just how the serum was impacting Steve's physical appearance and that night it had struck him that Steve may not only outlive them all, but continue to look like a twenty something while Phil faded into his twilight years. 

"In six years, I'll be sixty," Phil had pointed out when he had gotten Steve alone. "In another two decades, I'll be nearly eighty. I'll be gray haired and toothless and you'll be still be young and handsome. Do you really want to walk down the street, arm in arm with an old man?"

"You'll never be old to me," Steve had assured him genuinely and somehow the sincerity of those words that hurt more than disgust ever could. 

-

They went for a walk in the park after breakfast and the warm summer air felt good against Phil's wrinkled skin. There were young couples holding hands, children on their bicycles, and joggers who breezed on by with music blaring in their ears. Steve waved a friendly hello to all of them and they all waved back, because everyone loved Steve, even if they couldn't recognize him the way they used to. It was partially due to the hobo beard he had been growing for the past few years, the one that Phil could never get him to shave off.

"It makes me look older," Steve always joked whenever he was questioned about it. Each time he would lean back, tug on the golden brown whiskers, and laugh. "Old men grow beards, don't they?"

They found a nice bench in the shade not far from a pond and Phil smiled as he rested his weight against Steve's side. There weren't any ducks in the water today, but there were dogs chasing pigeons. There were always pigeons.

When he was younger, Phil hated the idea of retirement, resented the image of him becoming some sad old timer who spent his time feeding the birds in the park. A part of him still hated it, but a bigger part remembered that Steve was still here and that his shoulders were so nice to rest his head against as he closed his eyes against the midday sun. 

When he was sixty-six, he retired, turned in his badge and gun and stepped down as director of SHIELD. Two years later, Steve retired too. "I'm a hundred and fourteen years old," he'd joked. "Well past retiring age. I think forcing me to stay on would be just inhumane." Everyone had known that it was just an excuse to spend more time with Phil, because Steve hadn't slowed down a bit and could still hurl his shield with enough force to dent a tank. Even now, twenty years later, Steve hardly looked as if he was pushing thirty, but Phil was fading and Steve couldn't do much more than cling to him.

The feel of Steve's lips pressed to the bald patch at the top of his scalp was enough to cause Phil to hum as he slowly opened his eyes. He could already tell that the sun had shifted over head and was grabbing his cane even before Steve suggested they get up.

They ate lunch at a small diner. Steve ordered a salad with grilled chicken and light dressing while Phil asked for a plate of meatloaf with a side of mashed potatoes. Before the waitress could finish writing Steve told her to make sure that Phil's gravy was on the side and to go easy on the butter in his potatoes. She smiled fondly at the two of them and Phil knew right away that she had mistaken him for Steve's grandfather.

When he was younger people would occasionally confuse Phil for Steve's father until they realized that the young man they were looking at was Captain America. But Captain America hadn't been seen in nearly twenty years and Steve hid that face well behind ball caps and his scruff, so the confusion happened more often and Phil never would have thought he'd miss being called Steve's dad.

"Do you want to cut my food for me too?" Phil snapped bitterly when the waitress delivered their plates. He snapped more in his old age and it was still a bit amusing to see Steve flinch in surprise at his tone.

"You know you have to watch your cholesterol," Steve chided as he stabbed at his salad. "You remember what the doctor-"

"Gravy's not going to kill me," he huffed, but left the small dish of brown sauce untouched as they continued to eat in silence.

-

Phil thought about dying more often now. Death had always been a possibility when he was out in the field, but back then he had been afraid of death. Now when he thought of passing away, he felt light, almost relieved, because when he died Steve would be free. He could live his life again, pick up his shield and be a hero again and have all the things that Phil had cheated him from. Maybe Steve could find someone to give him the children Phil had never wanted or the pets that he was so allergic to. The possibilities were endless for Steve, a bright world of potential happiness spread out before him, but he would never be able to embrace any of it with Phil still dragging him down. Whether Steve wanted to admit it or not, Phil was a stone around his neck and he longed for the day when he could unburden the man of his presence.

At barely six thirty the dinner dishes had already been scrubbed and put away. The sun had hardly begun to set and already his mind was starting to swirl towards thoughts of bed. Phil couldn't help but think that his life had become nothing more than a series of quiet nothingness between meals and the occasional nap. 

They sat side by side on the couch, Steve's arm draped over his shoulders as Phil's head bobbed against his chest. He could hardly pay attention to the game they were supposed to be watching and he wasn't even sure who was playing, but it was a safe bet that it was either the Dodgers or the Mets.

Phil touched a withered hand to Steve's thigh. He remembered how his hands used to be able to do wonderful, terrible things, but now could do little more than hold a cane or brush lightly against Steve's chest. He could feel Steve's warm smile radiating above him as the casual arm over his shoulders turned protective and Steve scooped up Phil's hand and pressed a firm kiss to his fingers.

He looked up at Steve with tired eyes. He was always looking up at Steve now. They were never the same height and Phil wasn't quite bent just yet, but he had lost a few inches in every direction and Steve towered over him more than ever. "I won't last another twenty years." The words came out of the blue and Steve looked positively horrified to hear them. "You need to start planning for the future. A future without me in it."

As tired as his eyes may have been, Phil was still able to catch the pained look that flashed across Steve's face as he fought to hold onto the world of denial he had built for himself. "Don't talk that way, Phil." The words were meant to be scolding, but they sounded more like a desperate plea in Phil's ears. "Just… don't."

Phil smiled as he used his free hand to reach up and caress Steve's cheek, petting the blond hairs that were surprisingly gentle against his finger tips. Steve had been sporting that ridiculous beard for the better part of three years and Phil still didn't like it. "I'm not trying to upset you. I just want you to be ready when the time comes."

A deep frown fell onto Steve's sharp features. Despite the way his heart is clearly breaking, he still managed to be gentle as he gathered Phil's fragile body into his arms, sobbing openly against his narrow shoulders and kissing his withered neck. Phil wasn't surprised when he finds himself crying as well. Tears come easily to him now.

-

Steve had lost so much in his long life -- his father, his mother, Bucky again and again, an entire life – there are times that Phil wondered just how he could bare to go on, because even now he was still losing people. Dr. Banner was the first of them to go, having finally succumbed to his gamma poisoning, with Fury following a few years later. Natasha and Clint lived dangerously and died young the way they had likely planned or expected and while Stark was still puttering around, his days were numbered and his brilliant mind had slipped away from him to the point where he could no longer recognize or remember Steve. Even Thor had become a ghost to them, his visits to their world having come to abrupt halt ten years ago when things on Asgard had become too pressing for him to ignore.

When Phil is gone, Steve will only have Sam left and even he's no spring chicken. Sam Wilson still liked to talk and act young, but his hair is almost completely gray and the lines on his face are painfully clear in the daylight.

At nine o'clock they're already in bed and Phil can't help but remember the way they used to make love; rough and loud, yet tender and full of passion. Now they rarely do more than kiss and touch gently, because as much as Steve loved him it was hard to be with an old man and Phil wouldn't force himself on him.

Steve kissed his hollowed cheek, the silver hair on his temple, and the boney juncture of his neck and shoulder as the two of them laid in bed. His back was pressed flat against Steve's broad chest, his arm left wrapped around Phil's middle and gripping a bit too firmly to his frail hand. "I love you," Steve whispered into the hollow of his ear. His voice was so desperate as his warm breath caressed Phil's cheek and he felt like crying again. "I'll always love you."

"I know," he told him, but what he really wanted to say was "I'm sorry." He was sorry to know that loving him was causing Steve so much pain, sorry that in a few short years – perhaps a month or even a day – he would hurt him even more and there would be another hole in the soldier's heart.

Once Phil had been bitter that he had met Steve in his autumn years, but autumn was a dream when you were trapped in what felt like an endless winter.

It didn't take long for Phil to drift off to sleep, because his medicine made him so tired and Steve's body was so wonderfully warm. He dreamed of a summer without end and held onto that dream even when he woke up to start a new day that was just the same as the last.


	3. Family

**Summary for the Chapter:**

> Phil is alone, not lonely, but Skye just wants to see him happy.

Phil wasn't surprised when Skye's hand landed on the box of Fruit Loops the instant his grabbed at the Bran Flakes, but he still gave her a pointed frown when she tried to sneak it into the cart. "Too much sugar," he chided as he dropped his own box into the cart between the loaf of bread and the jug of milk. "Back on the shelf."

"But it's on sale," Skye stated rather than begged as she climbed onto the front of the cart, bending forward until she's almost face first into the bag of chips she'd already talked him into getting. "And I think we have a coupon."

Phil considered this for a moment. It had been a long day at the office and he was too tired for arguing with a twelve year old over breakfast food – which would explain why the cart was already loaded with Pop Tarts, cookies, and two liter bottles of soda – and at the moment anything that wasn't the sound of a pot of coffee brewing was just white noise in his ears. 

"Fine, if there's a coupon we can get it," he relented. "Otherwise, it's going back on the shelf."

Skye flashed him a perky smile, the one she always gave whenever she felt that she had gotten one over him, and Phil didn't even bother to ask her to get off the cart before steering it over to the coffee on the other end of the aisle. It was already half past five and he could feel the energy draining from him with every step. Dinner hadn't been started yet and they'd ordered take out earlier in the week, but that didn't stop him from considering swinging by the store's deli in order to grab a roasted chicken and a few sides.

"Are you going to come to parent night next week?" Skye asked as he grabbed a large bag of coffee grounds off of the shelf and stuffed it into the front of the cart without another thought. "Because I know if I don't check in with you in advanced you tend to forget."

"I don't forget, I just get busy," he joked, although he did still feel guilty about missing her soccer game last Saturday. "But you never answered my question: do you want me to go?"

She did the teenager thing and gave an indifferent shrug in response. Phil missed the days when he didn't have to read between the lines to get a clear answer from her. "I dunno. I mean, if you go that's cool, if not then whatever."

"Well, let's say that I do go," Phil said thoughtfully as he pushed the cart down the aisle and towards the produce section. "Is there anything incredibly important that I should know about before hand? Say any behavior problems that might have come up and I was conveniently kept in the dark about?"

"Whaaat? Dad, don't be crazy! Nothing like that would ever happen." Skye giggled as Phil purposely swerved the cart back and forth before making a playfully rough stop in front of a stack of tomatoes. "But my gym teacher is _really_ cute."

He chuckled and grabbed a plastic bag from the roll. "Oh yeah?"

She bounced off of the front of the cart and over to his side in order to help him inspect the tomatoes. "Oh yeah, super cute. He's really tall and nice and funny. If you go to parent night you should definitely say hi."

"Well unless you're failing gym, I don't see any reason for me-"

"Oh, there he is over there!" Phil turned to look over at Skye who was pointing and waving at a man gathering bags of spinach and kale into a hand cart. The man was tall and young, with a muscular body discreetly hidden beneath an oversized gray sweater and knee length gym shorts. Tuffs of blond hair stick out beneath his worn old baseball cap and his blue eyes lit up when he turned and smiled over at Skye. "Hi Coach Rogers!"

"Skye," Coach Rogers called out with what sounded like genuine pleasure as he walked over to them. The smile he flashed was full of pearly white teeth and crinkled the corners of his eyes as he offered his free hand towards Phil. "You must be Skye's father. I'm her gym teacher, Steve Rogers."

Phil felt his tongue go thick in his mouth as he fumbled with the half filled bag in his hands. A few tomatoes spilled out when he dropped them to the edge of cart, but Skye caught them before they could smash on the floor. "Yeah, I'm… I've heard. I'm Phil. Phil Coulson. Skye's my daughter. I'm… I'm her dad."

The momentary flash of concern in Coach Rogers's gaze didn't escape Phil's notice, but he forgot about it when their hands grip together and Phil shouldn't have been surprised that Rogers had such a firm handshake. "Well, it's nice to meet you Mr. Coulson," Rogers returned politely. "Skye's a great kid. A real pleasure to have in my third period."

"I thought you only shopped at Whole Foods, Coach," Skye said as she peaked into Rogers's basket. It was filled with bottles of sports drink, whole nuts, protein bars, and vegetables. There was one lonely little pint of ice cream tucked into the corner and Phil suspected that it was some low fat, sugar free, skim milk concoction. Phil suddenly felt soft and flabby standing next to his high fructose corn syrup packed shopping cart.

Rogers shrugged his broad shoulders and Phil could see the reusable canvas back tucked under his arm. "Yeah, well this was on the way home and I just wanted to grab a few things."

"Wow, did you buy like all of the Gatoraids?" Skye joked and Phil felt his face flush.

"Skye," he chided, his warning tone enough to make Skye take a pointed step away from the coach's side. 

"I better let you two get on your way," Rogers chuckled as he shifted his basket in his hands. "It was nice meeting you, Mr. Coulson."

"You'll see him again at parent night," Skye promised instantly and Phil hoped his face didn't turn any redder. 

Coach Rogers's face brightened at the comment. "Well that's great. I look forward to seeing you both there."

"Yeah, I'll… that's… I'll see you there," Phil stammered and he faintly wondered if it would be possible to impale himself with a carrot.

-

"You should definitely ask Coach Rogers out."

Phil frowned. His head was buried inside the refrigerator as he rearranged the vegetable crisper and stuffed in a few newly purchased items, but he could still see Skye's sock clad feet beside him. "Let's not talk about this," he grumbled as he did his best not to remember just how much of an idiot he had made of himself in front of Rogers.

Skye's feet disappeared and the sound of plastic bags rustling told him that she was digging through the groceries. "You know, I'm not embarrassed about the fact that you're gay," she told him bluntly. "I'm totally okay with it."

"I'm not gay," Phil sighed.

"But you like men."

"And women," Phil pointed out. He closed the vegetable drawer and stood in order to place the new jugs of orange juice and milk inside the top shelves of the fridge. "That's called being ‘bisexual.' But thank you. I'm glad I have your stamp of approval."

Skye smiled at him and Phil was grateful that he had a twelve year old who still smiled at her father. "Of course you have my approval." She grabbed the cereal boxes and stuffed them into the pantry. "You also have my approval to go out and date more."

"That's good to know, but I'm not interested in that right now," Phil said firmly in his ‘this discussion is done so set the table so we can get dinner over with' tone and it was amazing how many times he had to use that exact inflection.

-

"There's Coach Rogers." Despite his better judgment Phil actually turned his head to follow Skye's gaze to the other end of the field where Rogers was collecting batting helmets into a beaten up old bin. There was a stack of baseball bats at his feet and his face was a bit flushed from the sun. "Why don't you go say hi?"

Phil turned back to Skye, her own face bright red and coated with sweat from an afternoon of soccer practice and he had to wonder if she was getting some sort of rebellious kick out of humiliating him in public. "He's busy right now Skye," Phil said, hoping to hide the fact that he would rather run onto the highway during rush hour than have another awkward encounter with the gym teacher. "And you need to get some food in you before you collapse."

"I'm fine," she said although Phil could hear the hint of exhaustion in her tone as she used the back of her grass stained sleeve to wipe the sweat from her face. "And he's really nice and all alone. You should talk to him."

Phil chuckled as he attempted to hand her the water bottle he had brought with him. "Real subtle." 

He placed a hand onto her shoulder to guide her off the field and over to the parking lot, but Skye was easily able to duck his touch and run sprinting over to Rogers with a sudden unexpected burst of energy. Phil grunted in annoyance as he's left to march across the field in his dress shoes in order to chase after her. "Hi Coach!" she cried out, catching Rogers's attention as she came to a halt in front of him. "Did you see me out there?"

Rogers looked up at her and smiled. "I sure did," he laughed as he adjusted the brim of his cap. "I sure wish my boys had as much hustle as you. Think I can talk you into joining the team?"

"Nah, baseball's not really my thing," she said with a casual shake of her head. "But my Dad's super into it."

Phil is close enough now that he can see the way Coach Rogers perked up at the prospect of someone to talk stats with and Phil hoped that he would be able to pass the flush of his face off as a side effect of the sun. 

"Oh yeah?" Rogers asked eagerly. He wore a t-shirt with the school logo in the center and the material was so drenched with sweat that it had practically gone transparent. It was a struggle not to look directly at it, but the whistle dangling around his neck kept catching the sun and drawing Phil's gaze. "Who's your team?"

"Red Sox," Phil managed and he was proud that he had been able to say a fragment of a sentence without having a complete meltdown.

"Oh, boo!" Rogers laughed playfully.

"Let me guess: Yanks?"

Rogers chuckled, nodding his head. "Yeah. I bleed pinstripes."

"Whoa! You two have so much in common," Skye blurted out eagerly, rocking back and forth on her cleats. Phil wondered if she knew how dangerously close she was to losing her internet privileges for the next decade. "You should definitely talk more about this over drinks."

"Okay, Skye, the only one who needs a drink right now is you," Phil chided as he once again handed her the bottle of water from earlier. "Hydrate up and head back to the car."

Skye took a long guzzle of water before nodding her head eagerly. "Okay, I'll go take a breather in the car, but you two just keep this going while I'm gone."

Phil tossed her the keys and was relieved when she went sprinting away as soon as they landed in her palm. "I'm sorry about her," Phil said sincerely once the two of them were alone. "She's just a bit over eager."

"It's okay," Rogers smiled reassuringly. "It's better than her having a crush. I can't tell you how many parents I've had to call lately over that sort of thing. It's nuts!"

"Yeah, I bet," Phil said as casually as he could manage, distantly wondering if it would be terribly incriminating to bolt back to the car right then and there before he could ruin the flow and make an ass of himself.

"But, you know, it's sweet of her wanting you to make some friends. I guess some kids just think their parents are a bit dull if they're not chatting on the phone every ten seconds." Rogers shifted awkwardly and scratched the back of his neck as his face started to redden and Phil was just relieved that his mind had gone down that direction. It was a safer option than truth. "Not that I'm calling you dull or anything like that. I'm sure you're a very busy guy."

"I understand," Phil assured him and it was nice not to be the one to stick his foot in his mouth. 

Rogers pulled down on the brim of his cap, but Phil could see that his face was turning redder. "I, uh, hope you'll still come to parent night this week."

"I'll be there," he said with a nod already feeling more confident in the face of Rogers's own embarrassment. "I already promised Skye pizza if she gets good reports from all of her teachers."

"Well, she's doing great in my class. Always dressing out and participating… She's a great girl."

Phil smiled broadly. "Yeah, I don't know where she gets it from."

-

"No! _Dad_! Don't wear a suit!" Skye whined as she walked into his room to see him fixing his tie in front of the mirror. "You'll look like you're going to do the school's budget!"

Phil chuckled because Skye was the one who had barely done more than scrubbed her face and combed her hair since coming home and he's not too sure about taking fashion advice from her. "Okay maybe a suit is a bit much," he relented, but he was too accustomed to wearing them not to continue adjusting his tie, "but what do you want me to wear?"

"Wear jeans," Skye said instantly before ducking into Phil's closet. "I know you have some nice ones."

Phil stepped away from the mirror, his tie mostly straight, and found Skye at the back of the closet rummaging through hangers. "Skye, I'm meeting your teachers." He reached over her head and pulled out a tan colored pair of pants. "I'll just put on some khakis and a polo shirt."

"Khakis? Ew no!" she groaned and rolled her eyes so dramatically that Phil could see it from the back of her head. "You'll look dumpy. Dad you've gotta dress cool!"

He frowned. "This isn't about Coach Rogers, is it?" he asked. Skye didn't answer, only smiled innocently as she pulled out a pair of dark washed jeans and handed them to him. "Skye did you ever think for a second that your gym teacher might _not_ be gay?"

"What? Dad he's totally gay!" Skye said confidently as she turned her attention away from his pants and over to the row of shirts behind them. "Trust me. I've got a gay dad so I have _amazing_ gaydar!"

Phil sighed and pinched the bridge of his nose. "Well, your father is bisexual, not gay, and you have terrible gaydar if you can't even get that straight."

"Yeah, well, moms hit on him all the time and he always turns them down," Skye said confidently. "Plus, I've never heard him talk about a girlfriend or wife. He's gotta be gay."

"Yes, a teacher who doesn't flirt with any of his students' parents and hasn't discussed his dating life with children is _clearly_ gay."

"But he's really nice," Skye insisted for what felt like the hundredth time that week. "And he's not just a dumb jock. He likes art! He has a van Gogh picture on his phone case and he always goes to museums on weekends. Plus, he likes history, makes dorky jokes all the time, and he's super cool to the kids who can't do their laps."

"Yeah, but he's a Yankee fan," Phil reminded her as he ushered Skye out of his closet. "Which means we're bitter rivals and I might have to kill him." Skye gave him her best imitation of one of his _looks_ and Phil offered her a one armed hug in return. "I'll tell you what; I'll change my clothes if you promise to stop trying to set me up with any of your teachers."

"I promise I won't bring it up for the next half hour," Skye returned pleasantly before walking out of the room.

-

"The gym's down this way, Dad, come on!" Skye called out eagerly as she all but skipped her way down the hall and Phil had a good feeling she had never been this eager to be in school.

Parent night had gone well so far, but Phil wasn't exactly shocked to hear nothing but praise coming from Skye's Homeroom, Math, and Science teachers. Phil had a feeling that the rest of the night would be much the same and that Skye had already earned her pizza. 

The time had already come for the parents to head over to the third period classrooms which meant that there would be yet another meeting with Coach Rogers. Even though their previous encounter had been far less painful, Phil was still tempted to suggest that they skip over the period entirely given that Rogers had already given positive feedback for Skye, but he knew better than to even bring it up to Skye.

When they reached the paint chipped double doors leading to the gym, Phil grabbed Skye by the shoulders and pulled her back allowing a mother and her daughter to enter ahead of them. "Okay Skye, before we go in, remember what we're _not_ going to talk about."

Skye frowned, pouted really, but there was still an air of hopefulness around her. "Okay, I won't mention it in the gym in front of everyone," Skye whispered reasonably. "But you know if you asked him to grab a beer or catch a movie it wouldn't be the end of the world."

"That's good to know," he said, pulling her into another one armed hug and ignoring the fact that she squirmed against him. "I'll keep that in mind."

They entered the gym and found it divided into sections. One half was filled with plastic chairs arranged into rows that had likely once been neat and tidy but were now knocked and nudged faintly out of place. There were a few parents there, most of them men, sitting with their children and talking to them or other adults and shuffling through the papers that they had been handed over the course of the night. A volley ball net divided the room and Phil spotted a kid who had found a small hole in the ropes and was currently doing his best to make it bigger without anyone noticing. On the other side of the net was Coach Rogers looking very lost and flustered as he stood in the center of a group of women smiling broadly up at him. A few of the women seemed to be attempting to ask him some serious questions, but most of them were batting their eyes and touching his shoulders while they did their best to purr louder than any of the other mothers in the room.

Phil had to admit that he felt bad for Rogers, but he also felt vindicated in his earlier speech. "And that's why we're not talking about it," Phil muttered to Skye as he steered them over to the row of chairs behind the net. 

"They're barking up the wrong tree, I'm telling you," she said confidently.

Phil took a seat in one of the empty chairs while Skye went over to talk with a friend who shared the same period. He found his gaze flickering over to Rogers periodically, feeling a bit nervous and overwhelmed for the younger man. 

"It's always like this for him," one of the fathers leaned forward and whispered to him conversationally. Phil found himself turning around despite himself. "They're like wolves moving in for the kill."

"Poor guy," Phil muttered as he decided to focus instead on a few of the progress reports in his lap.

"Yeah right," the man behind him huffed sarcastically. "Having women throw themselves at you like that must be a real nightmare."

Phil shrugged. "Well, yeah, it's probably great _at first_ , but I'm sure it gets old fast."

He could tell that the man behind him disagreed without even looking back at him, but didn't bother to verbalize his feelings as he moved on to chat with someone else. 

From the corner of his eyes he could see that Rogers had managed to detangle himself from the throng of women and was working his way around the rest of the gym in order to hand out the progress reports he'd written for the parents.

When he finally got to Phil he looked exhausted, but still managed to stay pleasant and smile brightly as he handed Phil his report. "Skye's doing well, but she missed an assignment when she was out sick a few weeks ago and hasn't given me the makeup yet," Rogers informed him. He was the last parent to get his information and Phil didn't know what to make of that.

He frowned thoughtfully as he accepted the paper and added it to the stack. "I'll be sure to get on top of her about it."

"Yeah," Rogers said slowly as he glanced hesitantly over his shoulder. He seemed to consider something for a moment before slowly crouching down beside Phil. "You don't mind if I sit next to you and pretend to keep talking, do you?" he whispered. "I feel like if I wander out in the open I might get hounded again."

Phil chuckled to cover up his own embarrassment as he motioned towards the empty chair on his right. "No, I, uh… go ahead!"

Rogers offered him a quick "thanks" before taking a seat beside him. He was wearing a brown cardigan over a flannel shirt and tie and Phil wanted nothing more than to press his hands against the top of his jeans in order to feel his leg muscles. Rogers shifted closer and Phil felt his insides tighten at the smell of his cologne. "I'm really sorry about the other day," he said quietly. "I didn't mean anything by it. I'm sure you're a great guy with loads of friends."

"It's fine," he said dismissively. "You're fine. It's fine."

"I'm not so good with talking to people," Rogers admitted sheepishly. "I mean, I'm great with kids, but the parents… it's rough, you know? I had a dad last period ready to fight me because I gave his kid an F. I mean, the kid's never in class and when he shows up he doesn't dress out, just goofs off with his friends. How am I supposed to pass him?"

"Did you explain that to him?"

He nodded. "He didn't seem to listen though. It's my word against his kid's and the kid always seems to win."

"That is rough," Phil said. "But at least the moms seem to like you."

Coach Rogers turned positively crimson at the comment and Phil would have felt guiltier if the color didn't look so good on him. "They like me too much, I think," he muttered. He glanced over at one woman with bright red lipstick smeared across her face and a plunging neckline. The woman caught his gaze and smiled wolfishly at him. He ducked his head and turned back to Phil. "Last week," he whispered, "that woman brought me cookies and wrote her number on the bottom of the plate. What am I supposed to do with that?"

Phil laughed and it was horrible because Rogers actually sounded overwhelmed and lost and he did feel terrible for him, but he also didn't know what else to do. He cleared his throat and tried again. "I'm sorry. It must be overwhelming and I'm sure the school has a lot of rules against that sort of thing…"

"Actually, there's no rule against me dating parents," Rogers put in conspiringly. Phil was embarrassed when he actually stiffened at the way the gym teacher's knuckles pressed gently against his thigh, a gesture that he felt even through the fabric of his khakis and sent a shiver up his spine. "I'm just not interested… in moms."

The bell rang, sharp and starling, and told everyone that it was time to move on to the fourth period classes. Coach Rogers looked up and made to stand, but Phil quickly wrapped his hand around his wrist and pulled his attention back towards him. "Do you want to grab a drink sometime?"  
The red coloring his features lifted slightly, but there was still a bit of pink around his cheeks as Rogers grabbed a pen and wrote his phone number on the back of the school map Phil had been given earlier in the night. "I'm free Friday if that works," Rogers told him secretively. "We can watch the Yanks cream your Sox."

"Dream big, Rogers," Phil joked as Rogers handed the map back to him.

"Call me Steve," he whispered, managing to get in the words right before Skye came over, her face split from ear to ear with a knowing grin. "Good seeing you again Mr. Coulson."

"Phil," he barely managed before the bell rang a second time. Phil waved weakly as Skye tugged him along.

"Oh yeah, my dad's got sick game!" Skye all but cheered as they left the gym and headed towards the stairs.

"Don't spread that around," Phil warned, but he couldn’t stop the matching smile from spreading across his features.

**Notes for the Chapter:**

> Since this is going to be at least twenty eight parts (like I said, two prompts I am absolutely not doing) I'm not going to upload new parts once a week like I normally would. I'm thinking of updating every Tuesday and Friday, but I'm not sure.


	4. Sex-Swap

**Summary for the Chapter:**

> Agent Coulson is nothing short of professional and can easily handle something like a little crush.

**Notes for the Chapter:**

> This story takes place somewhere between the events of Seeds and T.R.A.C.K.S.

When May came into his quarters to retrieve him, Coulson was exactly where he had been for the past thirty minutes: standing in front of a mirror debating over his choice of ties. He probably would have felt embarrassed over the scene, if he weren't currently torn over choosing between red with silver stripes or blue with black stripes. From the angle of the mirror Coulson was able to catch a reflection of May's face. Anyone else would have assumed that the look she was sporting was her usual bland, expressionless stare, but Coulson knew her better than that and was easily able to spot the bemused gleam in her eyes and the faint curl of her lips.

"Am I interrupting?" May smirked and Coulson felt like slamming his head against the wall.

"Just trying to decide which one to strangle myself with," he grumbled as he held the red tie up, pressing the glossy material against the collar of his white dress shirt.

"Well at least you've got it narrowed down," May noted as her eyes drifted towards the dozen or so other ties currently spread out across the foot of his bed. They went well with the half dozen suits and seven pairs of dress shoes that had all been considered and then tossed aside in favor of the outfit he was currently sporting.

He did his best not to groan audibly as he briefly glanced over his shoulder before pulling his gaze back to his own reflection. Coulson frowned and swapped ties. "Don't be so sure. The silver and white might make a comeback." 

May's eyebrow arched in a manner that said more than actual words ever could. "I know how this looks," Coulson sighed as he stepped away from the glass and back toward his collection of ties. None of them seemed right anymore. "I know that I'm being ridiculous and hypocritical after making that big speech to the team that this was just another assignment with any other agent, but… but it's not. It's…"

"Captain America?" May finished knowing.

"It's Stephanie Rogers," Coulson corrected wearily, letting out a long exasperated sigh that was meant more for himself than May.

The others were only vaguely aware of Coulson's hobbies and collections, because the joke about his Captain America obsession had been quickly buried beneath the awe-inspiring details of his near death at the hands of Loki, but May knew him, really knew him, and she understood the situation better than anyone else.

"You've met her before," May reminded him.

"And made a complete ass out of myself."

"She's just another operative."

_She's not,_ he told himself, because his stomach still got jittery with the mere thought of her.

He could tell from the way May was looking at him that she thought this was merely fanboy gushing, that he was excited to see Captain America again, but the truth of the matter was that it went deeper than that. Captain Rogers wasn't just Captain America to him, because Captain America was just a symbol, someone to admire and look up to when reading facts in history textbooks, while Rogers was a real flesh and blood woman with weight and depths and flaws and some foolish part of Coulson's mind still clung to the silly belief that he could catch her eye.

Coulson cleared his throat in order to fill the lull that had settled into the room as he grabbed a plain black tie and weighed the option of going for a simple look against his mind. "This is the first time I'll be seeing Captain Rogers since I… since…" The words stumbled and petered out against his tongue, because it was getting harder to put into words what had happened on the helicarrier. 

A part of him still wondered about his own mind, wondered just how much of the thoughts and feelings in his head were his own or just another side effect of T.A.H.I.T.I. He even faintly wondered if his feelings for Captain Rogers were even real or if it was just another thing put in his brain to keep him going, because wasn't it a bit too convenient that Phil Coulson, known Captain America aficionado, had fallen head over heels in love with the woman behind the mask? Wasn't it just too fitting that his very last thought before dying had been of Rogers and his first thoughts upon returning to life had centered on her as well? He supposed that it was another reason for his current anxieties, because he wanted to know if the sparks were still there, if he would feel a genuine connection upon seeing her again or only a hollow pang in his mended heart.

"It has to be perfect," he said softly at last as he put the black tie down and reached for another.

May huffed and cut off his path, grabbing the blue with black stripes that he had been fretting over when she had first entered. He stiffened when she wrapped the tie around his neck before forcing himself to stand up straight and relax as she adjusted his collar and skillfully made a flawless loop around his throat. "Don't over think things," May chided as she slid the knot perfectly against him before adjusting his collar once more. Coulson did his best not to notice the way her hands lingered in order to smooth away invisible wrinkles on his jacket as the ghost of a fond smile graced her lips. "We land in ten."

-

They landed at the Hub where Skye and Fitzsimmons were disappointed to learn that they wouldn't be able to meet with Captain Rogers until they departed for their mission. Ward took the news with his usual stone faced calm, until May pointed out that he also would be staying behind during Coulson and Stephanie's little reunion.

"It's not a reunion," Coulson was sure to put in carefully and regretted the correction right away. "We'll just be debriefing. That is… we'll be briefing. I… we'll have a meeting… to go over details. About the assignment. Together."

It was the first time any of the juniors had seen him flustered and Coulson was tempted to grab a pen and stab himself in the thigh in order to regain his composure. Fortunately May had been there to escort him out before he could do his image any more harm, but Coulson did not miss the way Skye and Simmons giggled behind their hands while Fitz gaped and Ward stared with a strangely calculating look.

"I haven't even seen her yet and I'm already a wreck," Coulson groaned as he pulled at the blue tie that now seems to be strangling his neck. "I shouldn't have worn this suit. It's too nineties."

May cocked a brow at that comment. "Do you think she'd really notice?" 

He shrugged. She had a point. 

The two of them walked onto the elevator and rode up to the conference rooms on the top floor in silence. It was there that May made her departure, silent and without preamble, and Coulson did his best not to think about all the ways that he could possibly screw this up. At least this time he knew not to mention any sort of Captain America memorabilia, because the memories of Captain Rogers's discomfort in regards to that subject were still quite clear.

When Coulson entered the conference room, Victoria Hand was already there talking extensively with Captain Rogers who listened silently with rapt attention, nodding seriously at every point Hand had made. Rogers was exactly as Coulson had remembered her, all tall figure and muscular build. She wasn't wearing the uniform, instead sporting a navy blazer with a matching pencil skirt and a cream blouse with dark polka dots. It was girlish, yet powerful, feminine and strong and just perfectly Captain Stephanie Rogers. His heart was already pounding and churning and constricting and gushing in his chest and Coulson knew without a shadow of a doubt that this was real, this feeling was real because there was no way anything could program his body to react this way just by being in the same room as someone.

At last Hand saw him and directed Coulson to join them and he was shocked to see Rogers actually smile when he came to stand by her side. It was just too much. 

"Captain Rogers, I believe you're familiar with Agent Coulson." Hand's words were short and clipped making it clear that she wanted to skip over these formalities and get back to business immediately. 

That didn't stop Rogers's smile from widening when she took a step forward in order to offer Coulson her hand. "It's good to see you again, Agent Coulson," she told him sincerely and Coulson couldn't help but think how pathetic it was that those words were sending his heart into another frantic conga.

"Captain Rogers, it's beautiful to see you." Coulson flushed, Rogers stiffened, and Hand just raised a weary brow. "I mean, 'it's _good_ to see you, you _look_ beautiful.' Not that's something I should have said. I mean, you do look beautiful, but that wouldn't be professional…"

"Are you finished, Agent Coulson?" Hand cut in and Coulson wondered if it would be unprofessional to hurl himself out a window.

He was too wrapped up in his own humiliation to follow along with Hand as she gave them the details of the assignment, but Captain Rogers was thorough enough for both of them as she not only listened, but also managed to get hard copies of the mission to review on board the plane. Coulson briefly wondered if SHIELD was producing hardcopies specifically for Rogers's benefit, but decided that it didn't matter.

The heat of his embarrassment was still burned deep inside his chest as they stepped out of the conference room and into the hall and Coulson was not looking forward to the long walk to the elevator let alone spending a day with Rogers on the bus. He couldn't even keep it together long enough to shake hands with the woman, how was he supposed to pull off a mission?

The firm grip on his shoulder was enough to pull Coulson out of his musings and he was shocked when Rogers forced him to stop before they could even make it down the hall. The corridor was relatively empty, but Rogers looked around them anyway before turning to meet Coulson's gaze. It was only then that he noticed that her brow was furrowed with what look like hesitation as she chewed on her lower lip. 

"Agent Coulson," she said in a low conspiring voice and his heart leapt in his chest. "Would it be terribly out of line if I asked to do something unprofessional?"

Coulson frowned at the cryptic request. "What would that be Captain Rogers?"

She bowed her head, gave the floor a soft chuckle, and then looked at him with a faintly flushed face. "May I hug you?"

His heart was doing jumping jacks and there was absolutely no way he could have heard that correctly. "What?"

"I'm sorry," Rogers breathed as her face went from pink to red and she began to turn away. "I shouldn't have-"

"No, I…" Coulson stopped before he could shove his foot further into his mouth. He needed to play this carefully. "I'm sorry. I was just a bit surprised."

"No, I… I just wanted to apologize for the way I treated you before," she told him hesitantly. The confusion must have been clear on his face, because she was quick to go on. "Before, on the helicarrier, I was a bit rude. I rebuffed you when you were just trying to connect with me. It was wrong."

"No, its fine," he insisted. "I was… it was inappropriate for me…"

"I would have signed those cards, I really would have," she cut in. "And I'm not just saying that because of what happened." Rogers stopped and shook her head. "Stark was so upset and… I'm used to seeing people die. It happened so often in the war, but… you came back and… I don't know…"

She started to move and Coulson wasn't certain if she was moving towards him or the elevators, but he made a fool of himself yet again when he instantly opened his arms towards her. Rogers stiffened and for a moment Coulson feared she would walk away, but then she laughed and closed the space between them, pulling Coulson in close for a friendly embrace.

Her blonde hair was loose and tickled his nose and even though Coulson was mindful not to linger or make things awkward, he still felt his knees nearly give out when he was hit by the scent of strawberries and sunshine that made up Stephanie Rogers. She was firm and warm against him and he could feel the muscles in her arms as she offered him a friendly squeeze. In that moment Coulson wanted nothing more than to stay this way forever, to live in the circle of her embrace and forget all the horrors that had been plaguing his mind for weeks.

But the hug ended when Rogers took a step back and Coulson suddenly realized that they had only been holding each other for a few seconds. He made to straighten his jacket in order to hide the flush on his face, but he still caught the shy little smile that was tugging at her pink lips when she turned back towards the elevators. 

"I can't wait for you to see the new uniform, Agent Coulson," Rogers told him brightly. "It's a bit simpler than the one you helped to design, but it gets the job done."

-

The team took to Rogers right away just like Coulson knew they would. It was impossible for anyone not to like Rogers, because she was more than just Captain America; she was warm and attentive and an absolute delight to be around. Rogers's fondness for the team was apparent as well and Coulson half expected her to offer to bake them a big batch of oatmeal cookies.

"You are so tall," Skye practically gushed. "I mean, whoa! I knew you were tall, but I didn't think you were that tall!" She stood on the tips of her toes in order to attempt to see eye level with Rogers but laughed playfully when she still couldn't close the gap.

Rogers chuckled politely and Coulson noticed from the corner of his eyes that both Fitz and Ward were standing a bit straighter as the girls continued to gaze in wonder at her stature. 

"You're taller than Ward!" Simmons was almost beside herself with glee when Rogers courteously allowed her to feel her bicep muscles through the fabric of her suit jacket and Coulson could practically see the gears churning in her head as she tested out the results of the nineteen forties science at work in Captain Rogers. "And just as muscular."

"Well, it's just the heels that make me taller," Rogers said sheepishly as she glanced down at her feet. She turned to look at Ward, offering him a pleasant, yet polite grin which he answered with a tight lipped smile. "Actually I think we're about the same height."

"Well, what a pair you'd make," Simmons blurted out. Rogers's cheeks began to glow a faint pink as she quickly pulled her gaze away from Ward. Simmons giggled awkwardly at the sight, barely covering the light note of embarrassment that followed soon after the comment. "That is, with your stature and all…" 

If Fitz had caught Simmons's awkward back peddling or Rogers's discomfort, then he chose to ignore it as his eyes lit up in what could only be described as scientific glee at the possibilities. "Oh, that would be something. Their babies would be like killer robots."

"An army of biological Terminators," Skye mused with half hearted mirth. "I'm surprised SHIELD never considered it."

Somehow it was only then that Coulson realized how perfect Ward would be for Rogers. They were young, attractive, athletic people and if the way Rogers was blushing was any indication, the thought had likely already crossed her mind as well. His heart slowly crumbled when he realized that the reason Rogers fit in so well amongst the juniors was likely because they were so close to her physical. He was tempted to smack himself in front of everyone. Rogers was only twenty seven and he was pushing fifty. His feelings for her were nothing short of perverse and Coulson desperately wished that a hole would tear in the fabric of space and time and swallow him up.

May's elbow gently pressed into his side, drawing Coulson's mind away from his musing. "Don't over think things," she warned him lowly.

He nodded, sure to keep that in mind, before announcing to the team that it was time to prepare for the mission.

-

Everything had gone smoothly and Coulson was certain it had everything to do with Captain Rogers. Her new suit was simpler, made more for stealth that full blown super hero work as it didn't really scream Captain America, but just as Rogers had said, it got the job done. 

Ward and Rogers had done a majority of the heavy lifting and while Coulson felt a bit awkward about pairing the two together given the comments from earlier that day, he was professional enough to easily be able to put it aside for the good of the assignment. The two had worked quite well together, although there were times that Ward had appeared to be over compensating for the fact he was paired with a woman who could have easily lifted him over her head with one hand and not break a sweat. Coulson made a mental note to have a talk with Ward about not feeling inferior in the company of super women.

"You held it together remarkably well," May said when Coulson joined her in the cockpit. "All things considered, that is." 

Coulson chuckled as he did his best to focus his attention on the stars littering the night sky and nothing else. He was hiding and she knew it, because now that the work was done he was back in a position where he simply could not look at Rogers without feeling embarrassed.

"How long until we land?" he asked.

"Five hours," she told him as she carefully pulled the headset off and set it aside. "Still plenty of time to ask Captain Rogers out for coffee."

The look he gave her was sidelong and tight lipped and oddly mirrored the one she offered him. "It was never about that," he lied. "I wanted to know if the feelings I had were real or just a plant. I know they're real. I'm content. I'll move on."

Her lips curled ever so slightly in a condescending smirk as her own gaze shifted back towards the clouds. "What was it that turned you off? The height difference?"

Coulson frowned. He should have known better than to attempt to pull one over on May. "I don't mind the height difference," he said honestly. "I like that she's tall. I like everything about her."

"Except?"

"Don't act like you didn't notice," he sighed wearily, yet when May gave no answer he found himself reluctantly going on. "I'm old enough to be her father." Saying the words didn't help him to feel the least bit better and Coulson felt positively ancient as his eyes fell to his hands folded firmly in his lap. "It's disgusting."

"You do realize," May began slowly, stretching out the words slowly in order to let them sink in, "she's ninety-five years old."

"That's only chronologically," he chided. "In terms of physical years and life experience, she's a girl in her mid twenties and I'm a creepy old man."

"It's only creepy if you were only interested in sex," she pointed out. "You're in _love_."

"Which just makes it pathetic."

"I don't think she's the type to care about that sort of thing."

He sighed and roughly yanked at his tie. "She'd be better off with Ward," he groaned. May gave him a pointed look and Coulson was quick to correct himself. "Or someone like him."

May stayed silent long enough for Coulson to get the firm clue that his presence was no longer welcomed in the cockpit. He proceeded to slink away feeling even more foolish than when he had entered. Coulson reminded himself that there was still paperwork to file and reports to log and headed over to his office in the hopes that throwing himself into his work would keep him from dwelling on Rogers.

He turned a corner and had to quickly pull himself back when he saw that Ward and Rogers were standing less than a foot away from the door to his office talking in hushed tones. They had been on the plane for at least an hour and it was likely that the rest of the team was either fast asleep or unwinding, but Rogers was still in her dusted up uniform, shield strapped firmly to her back and frayed hair clinging helpless to the ponytail it had been pulled into. Ward at least had changed and was currently sporting a few scrapes around his chiseled face, but he was his usual handsome self in his dark fitted clothes. 

Rogers stood in front of him, straight and tall with her hands clasped loosely behind her back in some altered version of a parade rest, while Ward seemed to be doing his best to take on a casual stance as he rested his hip against the wall. Coulson knew right away that they were flirting and it was so painful that he actually wanted to die.

"About earlier," Ward was saying. "What Fitz and Simmons said, I wanted to apologize. They can get a little over eager at times."

"That's alright," Rogers told him pleasantly. "I know they didn't mean any harm."

"Yeah, I mean, it's funny isn't it? The idea of… us?"

A strange part of Coulson actually felt embarrassed for Ward, because the man was so horribly stiff and if this was his idea of flirting then it was a wonder he'd ever gotten anywhere with any woman. 

"Yeah. It's funny." Rogers's posture turned hesitant, almost impatient as she shifted from one foot to the other. "May I ask you something, Agent Ward?"

"Coffee?" he responded instantly as a smug smile spread across his well sculpted face.

Coulson decided then to make his presence known, because he honestly didn't care to hear anymore. He took a few soft steps back before rounding the corner again, purposely making his stride as heavy as possible in order to warn the two of his approach. Rogers for her part hardly moved at the sound as if she didn't care either way, but Ward snapped like a rubber band in order to hide his previously relaxed posture and a part of Coulson had to wonder just how he had managed to get a drop on the two of them in the first place. 

To Ward's credit, he didn't so much as flinch when Coulson elbowed his way past the two, but Phil could tell that a part of him wanted to do just that. It would have been easy for Coulson to lock himself in his office and forget all about the two possibly starting some stiff romance right outside his door, but Captain Rogers didn't seem keen to allow him that small mercy.

"Agent Coulson, may I have a word with you?" Rogers asked, her posture surprising him by straightening that much more. Everything about her was so sincere and earnest that Coulson couldn't help but say yes, even as Ward silently pleaded with him to simply go away.

"Of course you can," Coulson said and there was no denying that a part of him felt satisfied in the knowledge that Ward would be going back to his bunk alone.

The two walked inside and left Ward to stand in the hall, his expression back in its usual unreadable mask, but Coulson could see there was a hint of disappointment in his eyes. For a moment the two of them just stood in awkward silence as Coulson silently fretted over everything in his office and did his best to quickly recall if there was any Captain America memorabilia lying out in the open. As far as he could remember the only thing slightly incriminating would be the coffee mug on his desk with the shield emblem displayed on its glossy surface. It was small enough for Rogers to over look and even if she were to see it, Coulson felt certain that it wouldn't be too humiliating.

"I wanted to give you something," Rogers said at last and Coulson had to hope that her hearing wasn't acute enough to pick up the way his heart was pounding in his chest. 

The light pink coloring her cheeks didn't escape Coulson's notice and he wondered if the blush was for him or a linger effect from her flirtations with Ward. His stomach went still when Rogers pulled out the deck of cards from a pouch on her belt and offered them to him. Coulson recognized them right away as a vintage set of Captain America trading cards, but he also noticed that they weren't the ones he had original owned. These were more pristine and glossier and Captain Rogers's signature now decorated the bottom corner of each one.

"When I heard that you were back, I asked Stark to hunt these down for me," Rogers explained, shifting awkwardly and ducking his gaze. "The others were..."

Coulson frowned at that. His old deck had disappeared after the incident and every ounce of him did not want to dwell on that thought, because it would tarnish this beautiful moment.

"Thank you," he whispered as he spread the deck out in his hands in order to speck each card one by one. "This is... thank you."

The flush deepened across her face and Coulson felt terrible that he wanted nothing more than to hold onto that image forever. He closed his eyes and wished, wished that these feelings weren't real so that he wouldn't feel so ashamed when his heart fluttered or his stomach tightened at the very thought of Stephanie Rogers, because it was painful and wrong to hold onto an image of a young girl sleeping peacefully or the rosey tint of her cheeks when she blushed or how wonderfully she smelled as some of his happiest memories. 

His mind wandered over to Ward, possibly still waiting out the door or down the hall or in his bunk. He would be better for her, more natural and Coulson knew that he had to stop getting in the way of that. "I... I have some work I need to get back to," he found himself saying. "You should probably get some rest while there's still time."

Rogers didn't so much stiffen as she did flinch, taken aback by the sudden turn and Coulson couldn't stop himself from feeling horrible. "I... okay. You're right," she stammered as she eased herself back towards the door. "I just wanted to give that to you and tell you again that I'm glad to see you."

She left without another word and Coulson held back the urge to go after her until his throat felt positively choked.

-

"You're in love with Captain America, aren't you?" 

Those words were the last thing he wanted to hear from Skye or anyone else for that matter and Coulson hoped that the flat _look_ he gave her communicated that fact quite clearly. It had, unfortunately, the opposite effect and he felt absolutely humiliated when Skye let out a small gleeful laugh.

"Oh my God! You are! You're in love with her," she all but gushed and Coulson was glad that she at least had the sense to close the door behind her. The last thing he needed was for the rest of the team to find out about this. "That's so cute."

"I'm not in love with Captain Rogers," he sighed as Skye sat down heavily in the arms of one of the chairs in front of his desk. "That would be inappropriate."

Skye wrinkled her nose at that. "Why? Because she's an Avenger?"

"Because she's practically the same age as you," he countered.

"No she's not! She's..." Her words trailed off and Coulson could tell from the way her eyes began to slowly widen that she had just done the math in her head. "Wow," she whispered as the realization slowly dawned on her. "I mean... I never thought of her as that... She seems so mature."

Coulson's eyes fell down to the deck of trading cards now tucked away in a corner of his desk, waiting to be put into display cases. He supposed it was hard for anyone to think of Rogers as young when she was a historical figure they had grown up hearing about since grammar school, but when she did things like blush or fidget or stumble over her words her physical age became all too obvious. 

"Who told you?" Coulson asked. "May?"

Skye's frown shifted from thoughtful to confused at the question. "Actually, it was Ward."

"Ward?"

"Yeah, he must have this sort of thing built into his programming, because he was telling us about all the signs of attraction you gave off whenever you were around Lady Liberty. Like the way you kept straightening your tie and how you fumbled over your words and the way your fingers kept twitching..."

"Us?" Coulson cut in sharply. Skye smiled sheepishly and Coulson groaned at the silent answer. Wonderful. Now the whole bus knew.

"Look, just because there's a few years between you doesn't mean that you shouldn't ask her out," Skye said. "Just ask her to get some coffee with you. She might be flattered."

Her words sounded so reasonable that for a moment he was tempted to agree with her. But then he quickly reminded himself that twenty two was no one's definition of "a few" and quickly erased that idea from his head.

"Or she'll be disgusted," he pointed out. 

"You're making too much out of this. It's okay for you to be attracted to her! You're a man and she's a really hot amazon. It's natural."

Coulson said nothing to that as he sat back in his chair and tried to sort through all the thoughts swirling in his mind. He would never be able to live this down. It would probably be a good idea to sell off his entire Captain America collection before things could find a way to get even more out of hand. They were still high enough in the air that he could still jump off the plane in order to save face. Then again, someone might try to jump after him and odds were fairly good that that someone would be Rogers.

"And you know," Skye went on, either in spite or because of the pointed lack of response, "the fact that you're freaking out this much about it means a lot. I mean, if you really were a perv who got off on this sort of thing, then you wouldn't be worrying about the age difference to begin with."

He had to admit that there was some truth to that, but there was still too much weighing down his mind (such as why Ward had bothered to make a move on Rogers if he had suspected that Coulson was interested) for him to even entertain the idea of making a move. Instead he just told Skye to prepare to land and waited for the bus to descend.

-

Captain Rogers had changed out of her uniform and back into her suit. Between giving Coulson the autographed cards and the bus landing back at the Hub, she had managed to get a solid three hours of sleep, take a hot shower, and demolish half of the food rations in the kitchen (which she had apologized profusely for, but no one was really angry about that) which resulted in her looking remarkably picturesque and refreshed as she bid farewell to the team. Coulson could feel all five sets of eyes watching them expectantly, boring into him and silently willing him to make his move, and Coulson felt like an animal in a cage.

"It was nice working with all of you," Rogers told them sincerely. "I'm glad to know that Coulson has such a great team here to watch his back."

"Oh don't you worry, we'll be sure to take good care of him," Fitz chuckled as he stood straighter than Coulson could ever remember in an attempt to look Captain Rogers in the eye.

"Agent Coulson, why don't you walk Ms. Captain America to the door?" Simmons suggested brightly while the others muttered words of agreement.

Coulson frowned at the team. He felt like a teen with a prom date surrounded by a fleet of embarrassing parents. Yet he knew how badly objecting would make him look and offered Rogers an apologetic smile before leading her towards the already open hanger.

"So... off to your next assignment?" Coulson asked conversationally once the two were alone.

Rogers nodded. "I'll be partnered with Romanov again which is... nice," she said with a shrug. "We're developing a bit of a rapport so..."

Her words trailed off, but Coulson offered a thoughtful nod anyway. They were standing between the jeep and Lola and Coulson realized then that it may be months before he would see Rogers again. Even though he didn't want it too, a part of him still felt desperately lonely at that thought. 

_It's better this way,_ he told himself firmly. _She's better off..._

"Agent Coulson," Rogers said suddenly, cutting through his musings. Her features looked strained, almost ashamed as her gaze struggled to meet his own, but kept sinking towards the floor. "I just wanted to apologize. I didn't realize that my presence would upset you."

Coulson blinked, startled by the claim. "Excuse me?"

"When I heard that you were back, I just wanted to see you again," she explained, her words rushed as if she had to force them out before something could stop her. "I requested this assignment because I wanted to make sure that you were alright and... it was out of place, my behavior was inappropriate. I apologize."

"You don't have to apologize," he assured her. "There's... I was... I'm glad you came."

The smile she offered him was remarkably sad and something stirred deep inside at the sight. She slowly turned away, her heels echoing with every step she took down the ramp. In that moment Coulson knew that he could not let Rogers leave without clearing the air even if the rational part of his mind was screaming at him not to.

"I'm in love with you." The words came pouring out in such a rush that he almost didn't believe he had said them, but he knew from the way Rogers froze and spun around that she had heard it. There was no going back. He smiled weakly at her. "I'm... I'm in love with you. Not Captain America. You. The real you. I think you're kind and sweet and... and so beautiful and I know you probably don't want to hear this... You don't have to say anything I just... I needed to tell you. I'm sorry."

Stephanie kissed him then, her large hands remarkably gentle as she gripped his cheeks and titled his face upwards in order to properly capture his mouth. Coulson felt his mind reel and his heart nearly exploded in his chest. It wasn't a deep kiss, their lips were only pressed softly against each other, but it was more than anything he could have ever hoped for. She sighed and pulled away, but Coulson was greedy and pulled her back because one kiss from the most amazing woman in the world would never be enough. Her lips were warm and soft against his and he wanted nothing more than to suck on her bottom lip until there was not a single trace of lipstick left, but he held back as best as he could before finally letting go.

"Coulson," she moaned and his head felt light at the sound of his name being spoken in such a breathy tone from her.

"Please. Call me Phil," he offered gently.

"Phil," she amended and clearly he must have been dead, because even his dreams had never been this sweet. Her hands fell gently from his face down to his neck before resting against his shoulders. "I didn't think you'd be interested."

"How can I not be? You're perfect."

"I'm not perfect," she chuckled softly. "You heard Simmons. I'm built like a man!"

"You're beautiful," he insisted, kissing her cheek as if to prove his point. "You've always been beautiful."

"You're the first person to ever say that," Stephanie sighed as she wrapped her arms around him and somehow this was so much better than their previous embrace. Her lips pressed against the shell of his ear as her cheek caressed his own and suddenly he was drowning in her scent, her warmth, and he never would have imagined that anything could be like this. "Phil. You don't know how long I waited for this. You're just… you're so kind and smart and handsome."

He had to laugh at that, because there was no way on earth that Captain America had just called him handsome. "You really think so?" he chuckled as he reluctantly pulled back in order to look her in the eye. "I mean… you don't mind that I'm...?"

"Short?" Stephanie finished with a shake of her head. "It doesn't bother me. Most men are shorter than me anyway."

Coulson chuckled and kissed her again, choosing this time to be the one to frame her face just so that he would have an excuse to caress her cheeks with the pad of his thumb.

"I really do have to go," Stephanie told him apologetically when she pulled away again.

He gave her lips another peck. "I understand."

"I want to see you again," she whispered as she pressed her lips softly to his.

"Yeah, we'll need to talk," he said with another quick nip. "Over coffee? Or dinner?"

"Dinner," she nodded and then pressed one final kiss to his cheek. She pulled his hands away from her face in order to offer his fingers a fond squeeze. "Take care of yourself Phil."

"Be careful," he returned already missing her warmth.

He watched her as she walked down the ramp and off the plane, lingering until even her shadow had disappeared from his sight. Coulson smiled and pretended he couldn't hear the way the rest of the team was cheering and clapping behind him.

At least now he had something real to look hold on to.

**Notes for the Chapter:**

> I have to admit this entry kind of got away from me, because Coulson/fem!Cap is my guilty pleasure and I just wanted an excuse to write another story about them. I'm not sorry.


	5. Fairy Tale

**Summary for the Chapter:**

> Philip is a knight on a quest for glory, but finds instead a great treasure.

"Have you ever killed a dragon before, Sir Philip?"

Philip frowned at Lord Schmidt's question. He had slain a number of dragons in his youth, but his last encounter had nearly robbed the knight his life. He had been pierced clean through the heart when he had grown careless and had not given attention to the beast's large, spiked tail. It was only after days in the hands of the most skilled healers and a little magical assistance that he had been able to survive the assault, but at a great cost.

A knight was only as good as his reputation and no one had use for a knight who dropped his guard during an attack. Work had grown slower and Philip found himself growing old and tired, his skills dulled and all hope of finding another adventure slipped further away with each passing year. His desperation for one last quest must have been what had lead Schmidt to him, because there were many eager young knights for the lord to hire, but he had chosen Philip instead. Clearly this was a dangerous task, which if done well could restore Philip's damaged reputation.

He was mindful to make his frown appear more thoughtful than gloomy and covered his hesitation by tapping his fingers against the withered wooden table. The tavern was dank, dismal, and reeked of things far worse than spilt ale. From Schmidt's fine clothes, Philip could tell that he was a man of great means, yet he chose to meet him here. It certainly raised alarm, but Philip was hungry for more than just an adventure and any silver that could be offered would be worth the risk.

"Surely, you must be familiar with my deeds," Philip told him easily as he gripped the handle of his drink. "I have cleared many a dragon from this country side. Whether through sword or bow, no beast stands a chance against me."

Schmidt's grim features grew thoughtful as he leaned back in his chair, considering Philip's words carefully. "You were once in the service of Lord Nicholas of the house Fury," Schmidt said, easing out the words in an agonizingly slow tone. "What brought your service with him to an end?"

Philip had to fight off the urge to rub at the large scar that still decorated his left breast. Fury had spent much gold to mend Philip's bones and bring him back from the brink, but when he was healed even Fury could see that he was no longer the able bodied dragon slayer he had once been. Younger swords had been brought in to replace him and Fury's offers of gold in compensation had only helped to further damage Philip's already crumbled pride. "Difference of opinion," he said at length. The drink was still gripped firmly in his hand, but Philip knew better than to partake of ale when he was being offered a quest. He needed all his senses to be at their sharpest before he could determine whether or not to accept. "But I can tell you, my lord, you will not find a slayer with more experience. Name your task and I shall see it through to the end."

They sat in silence for a moment, the throaty laughter and gargled shouts of the other patrons filling the air between them. The barest hint of a nod was Schmidt's response as he carefully titled his lean figure forward to steeple his hands, elbows resting quiet elegantly against the grime of the table. "Far in the east, over twin mountains and past a lake of fire, there lays the ruins of a once grand castle. The grounds have all been reduced to rubble, save for a single tower. High atop the tower there is a room with no door. Inside this room there is a young man, a prince who has been trapped in ageless sleep for many long years."

He nodded, listening carefully to Schmidt's words. "And you wish for me to rescue this prince." 

It was not a question, because Philip had heard this tale before. Many great warriors had lost their lives in an attempt to rescue the prince. Many were stopped by the forest of poisoned thorns that surrounded the castle and those who had made it through unscathed were left to contend with the vicious dragon that stood vigil by the crumbling tower. He had thought many times over in the past what it would be like to take on such a quest and the idea that Schmidt was actually sending him there was too good to be true.

Yet Schmidt shook his head solemnly and Philip felt his heart sink. "No, I do not," he said grimly. "I wish for you to carve out his heart and bring it to me."

It was impossible for Philip to hide his horror at Schmidt's words and he stared with widen eyes at the man's stony features. "You wish for me to kill the sleeping prince?" he asked weakly. "Is it not enough that he sleeps without hope of waking?"

"I desire his death," the Lord said flatly, no hint of jest at all in his dark eyes. "No slumber can satisfy that, no matter how deep. Will you do this task for me, Sir Philip?"

"I... I cannot kill an innocent man in his sleep," Philip stammered. Such an act went against everything he had stood for and even the promise of a rich reward did little to ease the reluctant knots that his stomach was tangled into. "What has this prince done to deserve such a cruel end?"

"He is a monster!" Schmidt seethed. His hands balled into fists against the table and Philip could see them shake ever so slightly. "Within that man sleeps a beast far greater than any dragon that could walk this earth. If ever he were to awaken a plague shall fall upon this land that will drag all that is good and pure into shadows. The only way to ensure that this darkness never comes to pass is for the prince to be destroyed once and for all!"

Again Philip paled because never before had he heard anyone speak this way about the sleeping prince, yet Schmidt spoke with such passion and conviction that a part of him thought that surely his words must hold truth. "And his heart?"

"Destroying the heart makes certain of his demise," Schmidt said knowingly as he reached below the table. When he straightened there was a small golden chest in his gloved hands. It was embedded with twinkling jewels and decorated with ornate carvings of lively little birds and delicate flowers. "Only I know how to properly dispose of the vile creature's black heart. Bring it back to me in this and you shall have your reward."

"And what sort of reward do you offer for so ugly a deed?"

Schmidt's features were impassive as he lowered the chest to the table and lifted the lid to reveal that it was filled to the brim with brilliantly glittering jewels.

-

"So this lord has asked you to travel for days on end, across the wild country side, over mountains and across a boiling lake in order to fight your way through a forest of vines, slay a fearsome dragon, and seek passage into a room with no door all to kill a prince who has slept for more than two lifetimes?" Barton shook his head even as he helped to strap Philip into his breastplate. In truth it was Barton's breastplate and as such it was not a good fit for Philip, but Philip had sold off his own armor years ago and borrowed was better than none at all when setting out on a quest. "This does not seem like a wise choice Philip."

"You are forgetting the reward," Philip noted lightly as he lifted his arms in order to allow Barton to adjust the pauldrons at his shoulders. Philip was not a greedy man, but even he had begun to salivate at the memory of that treasure chest of jewels. Diamonds, rubies, and emeralds the size of goose eggs had sparkled before his eyes. There were enough riches there for him to purchase himself golden armor and a dozen swords and still have enough to spare for his own land on which to build a proper home.

"Is a reward truly worth this?" Barton chided mildly as he moved on to fit the vambraces on Philip's forearms. "And what of this prince? To slay a man in his sleep is such a cowardly thing. Not at all like you, Philip."

"Schmidt says that he is a monster," he countered.

A bitter laugh reached them from across the room as Natasha entered with a worn leather bound book clutched firmly in her hands. "And his word is all you need to believe this to be true?" she scoffed. "Clearly this lord has offered you enough riches to buy your trust."

Philip frowned at them both because they could not understand. They were still employed in Fury's service and had adventures in great supply. The two were young and could not understand the pangs of living in disgrace. Even if Schmidt was wrong, Philip still needed to redeem himself, to prove his own worth in order to regain a life of valor. His chance for glory was fading with each passing winter. In no time at all his hands would be too weak to swing a sword or carry a shield. Now was a time for action, not careful thought.

"Perhaps I should come with you," Barton ventured. "You may be in need of some assistance in slaying this dragon. I hear it is a beast of great size, larger than the mountains themselves."

"Yes, take Clinton along," Natasha said encouragingly although her sharp blue eyes were focused more on the pages of her book than their conversation. "He shall make for a fine squire."

"Your concern is appreciated, but I need no squire for this quest," Philip told them both confidently as Barton bent his knee in order to work on the tasset. "Lola and I shall be fine on our own."

"Are you certain that Lola is suitable for the journey?" he asked skeptically. "She is not a mare accustomed to harsh terrains and may not make it past the mountains."

"We shall find our way." He turned his gaze towards Natasha who was still searching through shriveled pages with great intensity. "What concerns you Natasha? Is there some great secret you keep in your books?"

She gave one last flick of her wrist, turning the page with great delight before smiling cheerfully at him. "I have found the key for your quest," she said smugly. "I have heard it told before and as fortune would have it, it is written here in this book." She cleared her throat pointedly before turning her gaze back to the withered book clutched in her deceptively delicate hands. "'If you should seek to free the prince from his dreamless slumber, be mindful of these four truths: _First_ remember that the path of least resistance is often the quickest. _Second_ know that the sweetest music can soothe even the most savage beast. _Third_ be mindful that a stout heart can unlock any door. And _four_ , true love's kiss will break any spell.'"

Philip frowned as he considered Natasha's words. "Well, I need not worry about love's kiss," he said with a shrug. "But... music?"

Barton grinned broadly up at him. "Shall I teach you a ballad?"

"Better you lend him your lute."

-

Philip was in no great rush to reach the tower, confident that the prince would not stir in his slumber any time soon. He did not strain himself or Lola, knowing that they would both need their strength in order to accomplish the task ahead of them. After three long days he reached the castle and found that the confidence and certainty he had built up on the journey over slowly starting to crumble. He was greeted by the sight of a thicket of thorns so dense that he could not see the end and a deep steady rumble that told clearly of the dragon lurking just beyond. 

He was mindful to put all thought of the dragon out of his head as he guided Lola to a low tree branch where he tied her reigns. Philip offered the steed another gulp of water from his pouch and a fond pat to the neck as he steeled his nerve in order to face the first task. The thicket was tall, reaching up to the sky, and filled with deep purple vines that were gnarled and twisted. He had heard tales of a sickness that fell upon those who suffered so much as one prick. The sickness would have you retching for days and overcome by chills before falling to a painful death.

Philip recalled Natasha's words of the path of least resistance and knew instantly that only a calm heart would be able to enter. Yet Philip saw no way to calm his heart in face of agonizing death.

He stepped to the edge of the forest and filled his lungs with several deep breathes as closed his eyes and gathered his head. He thought back to his childhood, days of running wild and free through fields of grass and skipping rocks across clear ponds. He recalled his mother's soothing hands and gentle touch as she healed scrapes and cuts that an active boy earned during days of play. He thought of a cool breeze caressing his cheeks and the bark of a firm tree against his back. His heart beat had slowed and his body felt still and free from jitters as he approached the thicket. Before his eyes the vines all but cleared, lifting themselves apart in order to allow him entry. 

When he entered he was mindful to keep his hands loose and at his side, never once gripping the sword at his belt or even considering the dragon. To do so would spell death and he did not journey so far to be stopped by a cluster of thorns. The thicket was far deeper than he had expected and Philip found himself walking until his legs trembled with fatigue before he even began to catch glimmer of the other side. 

The tower was not the first thing he saw, but rather it was the ravaged remains of what must have once been a grand castle. There were boulders half scorched, half melted and scattered across a great distance as shapes that could hardly be recognized as wall or door spread over the blackened earth. He wondered just how many had dwelled inside those walls before this tragedy befell them. He wondered if it had been the dragon that had gotten to them or if it was the evil prince who had ended their lives.

A deep rumble shook the ground beneath his feet, a harsh reminder of the danger still lurking around the corner. His heart beat quicken and Philip moved quickly through the thicket as it began to collapse around him. He felt his hand grip the hilt of his sword almost on reflex as heavy booms caused the earth to tremble. A monstrous roar like nothing he had ever heard cut through the air as a scaly green head came into view and Philip felt his knees weaken beneath him as he stared into its green eyed depths. The creature stood on its thick legs and rose slowly to its full height. It was larger than two mountains stacked one on top the other and its hide was green as emeralds and suddenly Philip was reminded just how long it had been since he had last faced off against a dragon. Philip did his best not to quake with fear, though his trembling hands reached to slowly unsheathe his sword while the creature loomed above him, its shadow blocking out the sun and sending the world into darkness. 

The dragon snarled in displeasure and in that moment Philip recalled Natasha's words. His hand quickly shifted from the sword at his side to the base of the lute strapped to his back. He managed to strum a few chords just as the beast made ready to charge and even with nervous unskilled fingers, the music seemed pleasant enough to halt the dragon's approach. The dragon sniffed and snarled, but soon lowered his great shape, his body sinking and his eyes drooping as Philip continued to pluck the strings and play the simple song that Barton had taught him. Philip played until the tips of his fingers were reddened and sore and the dragon was breathing evenly in a deep, peaceful sleep.

He stood triumphant, basking in the knowledge that he had concurred two tasks more than any knight before him and was well on his way to achieving his goal.

Entering the tower was surprisingly simple as the door at the base had been withered and knocked off of its hinges some years ago. Inside the tower was a steep stairwell curved along the walls and covered with moss and overgrown vines. He tucked the lute back in its place over his shoulders before scaling the great height. He climbed up the stairs until his already tired legs were trembling and his armor felt as if it would crush him under the weight. When he reached the top his tired eyes were greeted only with brick, moss, and more vines. He frowned pressing his palms to the uneven stone, slick with moisture and chipped from age. Indeed there was no door to be found and Philip wondered just how he would overcome this challenge.

"A stout heart can unlock any door," Natasha had said, but Philip was uncertain of just how stout his own heart could be when his goal was a dark and selfish one. He shifted, the weight of the golden box tucked inside the leather pouch on his best settling against his hip. Schmidt had removed the jewels from the chest, promising to return every last one upon Philip's triumphant return, but how was he to return with his prize when he could not reach it. 

His fingers continued to slide across the bricks until they fell upon a strange grove near the base. It curved then dipped and then rose again only to dip once more. He brushed away the thick layer of moss covering the little groves and felt his eyes widen at the sight of a heart cut into the stone. He smiled as his fingers pressed against the small grove, sending the smoothly cut shape back into the wall. Soon the ground began to rumble and Philip took a hesitant step back. One by one the bricks began to pull away, folding in on themselves until they revealed to him the way inside.

With a light head and an eager heart, Philip walked briskly into the room. It was small and surprisingly modest with only a solitary window cut into the stone wall providing light and air into the room. There had once been shelves along the wall, but they had collapsed from age and rested in a pile of wood and the molded paper. Dead leaves littered the floor and beneath his feet was what had once been a beautiful rug that had gone brown over the years. In the center of the room there lay a bed with a single occupant lying prone on his back and Philip's hand instantly flew to the dagger at his belt. This was the moment he had been waiting for. He would kill the prince, carve out his heart, and bring it back to Schmidt.

He approached the bed and pushed back the tattered curtains draped down from the top of the canopy above. The dagger nearly fell from his stunned hands when he looked down and gazed upon the young man sleeping peacefully below him. What he saw was easily the most beautiful creature he had laid eyes upon and the very air seized in his chest as his hand gave into temptation and caressed the perfectly squared jaw of the lovely angular face. He had never seen lips so full or lashes so long or a nose quite so perfectly shaped. His fingers lifted from the sculpted face to the thick golden waves that rested atop his head. Could this beauty truly be the monster Schmidt had spoken of?

"Beautiful," he breathed as he continued to caress the perfect locks. "So beautiful."

A hand pressed itself against the young man's broad chest as Philip continued to lean in closer for a better look. He could feel the sleeping prince's heart beating, agonizingly slow but steady and true. He was still alive...

...and here Philip stood poised to put an end to him.

"I am not a man of stone," he sighed morosely as he gathered one of the large hands and cradled it in his own. He had to remember that this man was a monster, set to send a blight upon the land if he should awaken. To kill him would be an ugly thing, but to allow him to live would be uglier still. "I shall pray for you, for the good of your blackened soul, and then send you on your way."

Philip bowed his head and closed his eyes, praying silently to the heavens that there would be some way for this poor beautiful creature to find peace and redemption in another life. With a heavy sigh he reluctantly lowered the prince's hand carefully and fumbled for his dagger once more. Hardly could he raise it without tears pricking his eyes. He simply could not bring himself to do this.

"A kiss," he said aloud. He was already leaning forward his free hand cupping the sharp chin in his palm. "I shall give you one kiss to put my own longings at ease."

Natasha had said that true love's kiss could lift any curse, but he did not know the prince beyond whispered legend and felt certain that he could not be his true love. The young man had slept for many long years and if ever he had a love, she had likely left this world long ago. With one hesitant lick of his lips, Philip closed his eyes and leaned forward to capture the full lips against his own in a chaste kiss.

He marveled at how soft and warm the prince felt against him and his entire being began to tingle at the very idea of the prince kissing him back, his body arching against his touch and yearning for more. It was a pleasant thought indeed, one that kept his mouth lingering against the slack jaw for a bit longer than he should, but he wanted to take this one pleasure before going ahead with his grizzly task. 

With a heavy heart he pulled away only to find a soft sigh greeting his ears and his gaze fixed upon a pair of eyes bluer than any sapphire blinking sluggishly up at him.

-

"The man you spoke to was an evil wizard by the name Red Skull," the prince informed him as they cautiously made their way back to Philip's mount. The Prince was still weak from his long slumber and needed to rest his weight against him as they walked. As tired and sore as his own body felt, Philip was quite content to allow the handsome Prince's large frame to drape against him. His heart was fluttering as his lungs filled with the man's scent and he had to wonder how someone who had been trapped in a single room for so many years could smell so sweet. "He was the one who placed this dreadful spell upon me. He ravaged my kingdom, destroyed my castle, and slaughtered my men." 

His voice was still rough from sleep and he was forced to speak only in hushed whispered words, but Philip was able to catch the heavy note of sadness that darkened his words as the Prince was forced to relive those grim days. "I am sorry," he said sincerely as he pressed a gloved hand to the young man's fingers and was rewarded with a weak, but warm smile.

They were forced to tread lightly for the kiss had broken the spell and caused the thicket of thorns to wither and vanish, restoring the lush forest that had surrounded the grounds to its former glory, but the dragon had remained and still slept calmly at the base of the tower. Were Philip at his full strength and not concerned for the safety of the Prince he may have risked waking the beast, but now was a time for caution not foolishness.

"But if he were the one to cast the spell, then why did he also wish you dead?" Philip whispered. "He offered to pay me great riches to carve out your heart and deliver it to him."

The Prince gave a thoughtful frown. "I do not know what the wizard's plans may be, but I can tell you that those riches were likely not more than an illusion. Perhaps a set of enchanted rocks or some such made to look like jewels."

Philip scowled in displeasure at having been deceived. His friends had been right and now he looked like a fool. On the other hand, were it not for his reckless actions then he would not have the pleasure of the Prince's company and he supposed that was worth looking like a fool. 

"You seem to know much about this Red Skull," Philip prompted. He knew that he should not be pushing the Prince like this since his body still needed to recover its strength and dredging up such memories would likely strain him more than necessary, but Philip was greedy and wanted only to hear more from the Prince's rich voice. "How came you to be so familiar with him?"

"I was born a sickly child," the Prince told him mournfully. "My mother and father sought the help of many a healer in the hopes of nursing me to health. Red Skull came to them in the guise of a cleric claiming to know the key to strengthening my frail body. In truth he sought to steal the very blood from my vines in order to create a potion to give him eternal life."

"And that spell was a success," Philip concluded and was rewarded with a sharp nod from the Prince. It would explain why Schmidt was still alive and well while the Prince had been asleep for seventy long years. "But your body does not appear to be in a sickly way. How came this to be?"

The Prince smiled, sad and fond as his clear blue eyes filled with the barest hint of oncoming tears. "With the help of a white mage by the name of Abraham Erskine. He healed me, gave me strength... he was the first to be killed by Red Skull."

"But why? Why would he continue to be so vicious if he succeeded in his goal?"

"Because his own spell came at a price," the Prince sighed. "In exchange for long life he was left twisted and deformed. Skull blamed me for his suffering and waged a great war against my family. Doubtless he has found a way to lift his own curse, one that requires my heart."

A surge of love and protectiveness welled up in the pit of Philip's very being at those words and he grew bold as he touched the Prince's hands with gloved fingers. "He shall not have it," he promised firmly. "I swear to you that no harm shall befall you my prince so long as I draw breath."

The Prince gave a kindly laugh and it was perhaps the most beautiful sound Philip had ever heard. "Thank you, my champion," the Prince said sincerely. "I am grateful to have you by my side."

Philip bowed his head, embarrassed of the heat spreading across his face. It was hard to imagine that he could have fallen in love with someone he had just met that day, but the Prince was an enchanting man and Philip felt no shame at the knowledge that he now held his heart. "You need not call me 'champion,' your grace," he informed him sheepishly. "I am but a lowly knight who is unworthy of the honor to be in your presence. Philip is what you may call me, Sir Philip, Son of Coul."

"It is good to meet you, Sir Philip, and know that I deem you more than worthy. I am Prince Steven of the House Rogers, but you may simply refer to me as Steven if you wish."

His face burned brighter and his heart fluttered at the knowledge that his love had a name. "If it pleases you, your grace, I would wish to call you 'my prince'... if you shall allow me this favor."

Steven smiled and pressed his golden head against the top of Philip's head and the darkening woods suddenly felt as warm and bright as the early morning. "Only if I may call you my champion, dear Philip."


	6. School

**Summary for the Chapter:**

> Professor Coulson councils a troubled student.

Phil could hear the sound of paper tearing. It was relatively late, nearly half past seven and the few night classes that were being held that day were already in session. His side of the campus wasn't normally used for evening classes and the other faculty members who shared the space with him had already gone home for the night. Phil's own office hours had ended some time ago, but he had decided to stay longer in order to finish grading a few papers and was likely the only one left in the building. Aside from whoever was tearing up papers, of course.

He knew instantly that it was a person and not a shredder from the irregular ripping sounds and uneven gaps of silence. A part of Phil wanted to believe that it was just one of the custodians, but he had worked for the university long enough to know the signs of a student meltdown when he heard one. It would have been easy for him to pack his things and be on his way, because it was late and he was tired, but Phil knew that he wouldn't be able to sleep tonight knowing he had completely ignored a student in need.

He stuffed the last remaining papers in his briefcase before stepping out in the vacant hall. The sound grew louder as he walked deeper into the building and when he reached the base of the stairwell, he found himself surrounded by a sea of crumpled and shredded sketchbook papers. He spotted a few unfinished sketches as well as a handful of more polished off works -- the top of a tree, the corner of a door, an opened hand, a woman's mouth frozen in a silent cry – and wondered distantly how many hours of work now laid in a heap on the floor. 

Another long rip filled the air and Phil rounded the corner to find a pair of jean clad legs sticking out from underneath the darkened corner of the stairwell. He took a few steps closer and found himself staring at a young man hunched miserably over the last remaining pages of a sketchbook, considering each page with a sort of sad disappointment before angrily tearing the thick paper out and either ripping it to shreds or crushing it to a ball and tossing it aside.

Phil recognized the young man from his broad, athletic build and the neatly combed head of blond hair as one of the students enrolled in his Tuesday and Thursday morning classes. Steve Rogers was the sort of student that Phil liked best, not because he was exceptionally bright or an overachiever, if anything Steve was a young man of average intelligence and had only stopped by during office hours once over the course of the semester. He liked Steve because he was polite and well mannered; he always arrived to the lectures on time, participated in class discussions with well thought out contributions, and never made excuses over completing projects. Of course, Steve being one of the most attractive students to walk through his door was an added perk, but one that Phil was too much of a professional to admit to.

He watched as Steve proceeded to rip out the final page of his book. The angle was too awkward for Phil to be able to see the picture properly, but Steve held onto the smudged drawing for a long time, his eyes lingering sadly against every line as if he were retracing his own steps, before angrily balling it up and dropping it next to his book bag. With all the pages gone, Steve tossed the emptied sketchpad against the cob web coated wall and hung his head until the tip of his chin was pressed against his chest.

Steve was a freshman, if Phil remembered correctly, with this being only his first or second semester at Empire State University. In spite of his seemingly level headed and well adjusted personality, it made perfect sense for someone like him to suffer a meltdown, especially with finals just around the corner.

"You know that spot hasn't had a good cleaning in… ever," Phil said, his gentle tone enough to make Steve jerk upright in shock and nearly hit the back of his head against the concrete walls. "I wouldn't recommend taking a study break under there."

Phil could tell that the red in Steve's eyes were a result of his frustrations, but even in the darkened crook the freshman had tucked himself into Phil could tell that tears were lurking in the corners of his eyes. "Oh, Professor Coulson, I didn't…"

"It's okay," he assured him even as Steve ducked his head and scrambled to stuff all the papers littering the floor into his bag. Phil crouched down slowly, careful not to press against the grittier patches on the floor as he helped Steve to clean up his mess. "Isn't it a little late for you to still be on campus?" 

"I live in the dorms," Steve admitted as he crawled onto his knees in order to retrieve the cover of the sketchbook that he had flung away. "But, I uh, had a conference with one of my professors." 

Phil nodded and handed Steve the papers he had collected. "Didn't go well?" 

Steve's head bowed as he reluctantly accepted the offered scraps. "He said that my drawings are flat and unoriginal," he said morosely, echoing the words in a thick voice that said quite clearly that he had been cut deep by them. "My style lacks passion and… and I'm barely squeaking by with a D."

It was hard not to cringe at that, because even if Phil knew that as a professor it was an obligation to give honest feedback to a student who was failing or in danger of, it was heart breaking to see Steve this upset. Steve who always seemed so positive, who always came to class full of energy and ready to learn, who never seemed to have a bad day or let one drag him down, but this had torn him to shreds and Phil simply couldn't stand to see it.

"Let's get you off this floor and have a talk in my office," Phil suggested as he offered the young man's shoulder a friendly pat.

The nod Steve gave him was weak and distant, but even with his head hung low and his shoulders frozen in a defeated slump he still managed to gather his things and get to his feet. Phil straightened, embarrassingly with a bit more difficulty, and led the young man back down the hall and into his workspace. Steve took a seat in one of the beaten up old chairs across from his cluttered desk and Phil took a moment to toss the empty box of donuts and stacks of coffee cups into the waste bin in the corner before taking a seat in the chair next to Steve. Phil was still very mindful of the fact that he was Steve's teacher and that it was late at night and they were still inside an empty building and that Steve was likely feeling vulnerable. He kept all this in mind as he leaned forward and placed what he hoped came off as a friendly hand on top of the young man's bicep.

"I'm sorry that the meeting didn't go well, Steve," he told him sincerely, "but you have to understand, that your professors aren't always going to tell you the things that you _want_ to hear. It was important that you knew you weren't doing your best while there was still enough time to do something about it."

"But there isn't enough time," Steve said, nearly pouted as his eyes began to water once more and his face turned red with aggravation. "There's no time left. Finals are in two weeks and I… I don't know what I'm going to do."

He watched as Steve leaned forward to rest his elbows on his knees before placing his face in his hands. He could tell that Steve wasn't crying, just too frustrated to look at him, but Phil still stood and closed the door. He knew just how the situation would look if someone was to walk in on them, but he wanted to save Steve some shred of embarrassment.

Phil sighed and walked back to stand in front of Steve. "You're an art major?" Phil guessed as he folded his arms over his chest and leaned back against the edge of the desk.

Steve nodded. "I thought… when I submitted my portfolio and got in… I thought that meant my work was good enough, but it's junk! I haven't improved at all. I'm failing the one class that really matters and… and I don't know what to do."

He did his best to swallow the sigh building in his throat. Phil didn't know much about art, but he was familiar with this sort of situation having experienced it first hand and as a professor many times. "You're not failing, Steve, not yet," Phil reminded him. "You've got a D, but you can still work hard and bring your grade up, but even if you do fail, you'll be fine. It's one class. You're allowed to fail one class. Just take it again next semester, maybe with another professor, and do your best."

Steve looked up at him and Phil wasn't surprised to see that his eyes were still red. "But, he said I'm no good," he nearly whined. "He said it himself, that my work wasn't any good."

"Just because one person tells you something bad, doesn't mean you have to give up. Steve the field you're going into is one that's filled with critics. A lot of people are going to tell you that your work is crap, that you're not talented or you don't have what it takes, but you can't just roll over and die every time. You either get thicker skin or you change your field." Phil slid off the table in order to crouch down in front of Steve. Rogers was a tall young man and Phil decided to enjoy the treat of having to lower himself in order to meet his gaze. "Do you really like art, Steve? Does it make you happy?"

Steve took a moment and gave an uncertain nod. "Y-yeah."

"Then don't give up on it. Just make it through this class and then you can spend the whole break practicing so that you'll be better next term."

He nodded again, wiping at the unshed tears still lurking behind his eyes. "Thank you Professor Coulson," Steve sniffed as he pressed the heel of his palm against his eyes. He offered Phil a sheepish smile. "I'm sorry I kept you so late."

"Not a problem," Phil assured him, offering his broad shoulder an affectionate pat. "Just go back to your dorm and get some rest. I'm sure you'll feel better tomorrow."

Steve stood and Phil slid off of his desk, expecting the young man to move towards the door, but was startled when his strong arms wrapped themselves around Phil's back and pulled him into a friendly hug. Phil remained ridged as he gave Steve's back another pat and did his best not to enjoy the brief embrace, because while Steve felt warm and smelled pleasantly like acrylics, they were still in an empty room on campus with the door closed.

"Okay, go get some rest," Phil chuckled as he silently willed Steve to both go and stay.

Steve smiled shyly as he pulled away and already the redness had begun to fade from the corners of his eyes, allowing the bright blues to shine once more. "Okay. Goodnight Professor."

Phil returned the smile as he slumped back against the edge of his desk and watched Steve leave.

When Phil walked into his office the next morning to see a box filled with half a dozen donuts and a large cup of fresh coffee resting on top of it, he didn't have to read the note to know that it was from Steve.


	7. Race Bending

**Summary for the Chapter:**

> Steve finds that the world of the future has some very familiar problems.

“So, what are you?”

Phil tried not to let his disappointment show at being asked that question by Steve Rogers of all people. The man was not only a living legend, but the physical embodiment of the phrase tall, dark, and handsome with his chiseled good looks, easy smile, and smoldering eyes. Yet Phil reasoned that even living legends had their flaws and there was no reason for Rogers to be an exception to that rule.

“Filipino on my mother’s side,” he explained distantly, his gaze never tearing away from the tablet grasped in his hands. “With some Chinese and English thrown in courtesy of Dad. That’s where the ‘Coulson’ comes from if you’re wondering.”

The silence that met his easily rattled off and well rehearsed reply was heavy enough for Phil to look up and found himself instantly met with a startled and somewhat embarrassed look from Captain Rogers. “Um, actually I meant _what are you_?” Rogers tried again and when Phil only continued to stare he chuckled and rubbed the back of his neck with one of his large hands. “I mean, you know, what are you in SHIELD terms?”

“Oh,” Phil gaped and felt genuinely humiliated to have jumped to that conclusion. “Well, I’m a senior agent and… um, I guess the best way to explain it is that I deal with a lot of the finer details, tying up loose ends and all that. And when the initiative gets off the ground, I’ll be the official liaison between SHIELD and the Avengers.”

Rogers nodded accepting Phil’s answer easily and Phil hoped he hadn’t come off as too condescending. “Okay,” he said at length. A beat passed between them and Phil wondered briefly if that would be the end of the conversation, but Rogers soon spoke again. “Do people ask you that often?”

“No, most of the other agents are familiar with my duties around the facility.”

“Actually, I meant the other thing.”

Again, Phil felt like kicking himself, but he didn’t. Instead he just offered Rogers a bland smile, because he didn’t feel like going into the details of just how often some variation of the question was asked or how many times he had been passed up for a promotions because nobody thought the Asian guy was “leadership material” or that he was asked about the degree of his black belt just as often as he was congratulated for hiding the accent that he’d never really had. “Often enough,” he said and that was the neatest and tidiest way of responding.

Another tense silence filled the room and Phil was reminded of just how long the two had been sitting in the holding cell waiting for Fury. It wasn’t typical of the director to keep someone waiting without cause and Phil had a feeling that there was likely some pressing matter that had him tied up for the moment, which meant that Phil was trapped in a room alone with his hero, struggling not to make a fool of himself.

Phil looked at Steve again, all broad shoulders and boyish charms with his wide coffee eyes and copper skin. He wasn’t what any of them had been expecting when they had pulled him out of the ice, many of the other agents even speculating that it was actually Gabe Jones in Captain America’s suit, but that theory was quickly (and _repeatedly_ ) dismissed when Hill reminded everyone that Jones had survived the war and had gone on to live many long years before dying in the early two thousands. Mass confusion had spread because everyone had grown up believing that Steve Rogers had been a blond haired blue eyed white man, but this Rogers was the exact opposite.

“They wanted to send an Aryan boy to fight Adolf,” Captain Rogers had explained once he was thawed and calmed down enough from the shock of waking up in a different era. “That was the plan all along, but Erskine’s formula wasn’t a guarantee and I was used as a lab rat. If I died it was an acceptable loss and if I lived I’d be shuffled off with the other Negros while the docs cooked themselves up their real hero.

“The plan hadn’t worked, not exactly, because even though Erskine’s formula was a success, they weren’t able to reproduce it before he died and the drug was stuck in me. They tried to follow through with their plan, hiding me in the colored platoons, but when they saw how well I was doing on the front line, they realized I could be useful to them.”

Rogers told them about how he was forced to play the role of Captain America discretely, hiding as much of his face as possible – sometimes with a mask and in the earlier days with makeup – while a white stand in was hired to be the photogenic face of their cause. The stand in took Rogers’s name and face, sold war bonds, stared in propaganda films, and met with the press, while only the higher ups knew the identity of their real hero.

“Was Sgt Barnes black too?” Fury had asked him with genuine curiosity.

“We grew up in the same neighborhood, didn’t we?” Rogers had said flippantly and they all reasoned that Fury had let the comment slide because of who Rogers was and all that he had went through.

Phil didn’t know what to think of Rogers at first. His instant reaction was anger, not at Rogers himself, but the world that had hid a man’s face just because they didn’t like the color. He wanted to scream and cry and go home and rip his limited edition comics to shreds because they were just another ugly lie that he’d unwittingly been forced to swallow. But he didn’t. Instead he brought the trading cards in and showed them to Rogers who had actually sat back and smiled. 

“That’s Jimmy!” he’d laughed as he pointed to the smiling white man wearing a poor imitation of his suit. His grin was genuine and without a hint of animosity as he turned the piece of glossy paper over in his hands and stared at the face like a forgotten friend. “Good ol’Jim. He wanted to be an actor and this was his big break. I wonder what happened to him.”

Phil supposed he fell in love right then and there.

“I can’t believe people ask you that,” Rogers said at length, his words dragging Phil out of his musings and back into the present. “I thought things were different now for people like you. Like us, I guess. I mean, wow, the President’s a Negro.” Rogers cringed at his own words. “Uh, I mean black. That’s what they say now.”

“Actually, it’s African American,” Phil corrected politely.

Rogers offered him a confused frown. “Fury said we called ourselves ‘black’ now.”

Phil struggled not to blush, but it was impossible when Rogers was staring up at him with those gentle eyes. “Well, I suppose he would know,” he said and then found that he was the one cringing. “Not that I mean anything by that, it’s just…” He stopped and pointedly cleared his throat. “Well, you know, the President’s also half white.”

“That’s still big,” Rogers went on, nearly gushed as he considered that. “I never would have thought that someone my color could be President. I mean, people have to salute him and everything. Back in my day, they wouldn’t even sit with me.” His features grew dark and lonely as his eyes sank down to the ground. The room suddenly felt a bit colder without his smile. “Unless I was wearing the mask and holding my shield they looked at me like I was just another Ne… another black. The only friends I had were Buck and the Commandos, but some of them wouldn’t even listen to me, not at first. You’d think being big and tough would be all it took, but that just scared people.” A weak grin pulled at the corner of his lips, but it couldn’t quite match the intensity of his original glee. “But I guess this just shows how far we’ve come. It’s a better world.”

“No, not that much better,” Phil said instantly. It would have been easy to lie to Rogers, to tell him that they had made great strides and gone so far in so few years – because they had, they really had – but this wasn’t the perfect dreamland Rogers was making it out to be and Phil didn’t want to see Captain Rogers crushed by the weight of reality. Phil looked down at his own hands and remembered that he still felt very much alone. As a kid in Massachusetts he had always been the odd one out, the one Asian kid in a class full of white faces, forced to either keep his head low and skate by or become a spectacle for everyone to poke fun at. 

He reasoned that was why he had looked up to the story of Captain America, because he was told that Steve Rogers was a skinny little kid who was picked on by his peers and then became a hero admired by all. But that Captain America was just a lie and the real Captain America never got a chance to really feel the gratitude for his hard work and service and somehow that silent struggle without acknowledgement made Phil like the real Cap all the more.

Fury entered at last, his coat trailing behind him as he stormed into the small waiting room, dragging along a cloud of irritation with him. Phil could tell from the dark gleam in his eye and the set of his jaw that there was more to Fury’s demeanor than just a show meant to put others in their place and something must have set the man off on his way over.

He pulled out a chair and sat down heavily across from Rogers as Hill silently came in behind him with a few folders in her hands. 

“Captain Rogers,” Fury began tersely as he folded his hands into a tight fist on top of the polished metal table. “I know that you’re eager to restart your duties, but we’ve encountered a rather tedious bump in the road and won’t be able to move forward until it has been addressed.”

Rogers frowned as Fury relinquished the floor to Hill and for the first time Phil noticed that she looked almost as irritated as Fury. “The higher ups have determined that before you can start any work with SHIELD you’ll need to select a new code name,” she informed him clinically as she opened her folder and handed him a sheet of paper. “These are a few suggested options that you’re to choose from.”

Phil leaned forward, glancing over Captain Rogers’s shoulder in order to peek at the list of aliases. Names like “Primary Avenger” and “The Sentinel” and “Captain Eagle” flashed across the list and Phil noticed right away that the word “America” was completely absent from any of the potential options.

Rogers must have noticed this as well, because his frown only deepened the longer he sat and read over the names. “I don’t understand,” he said at length as he looked back to Fury who seemed to be growing more agitated by the moment. “Why can’t I just be Captain America?”

Hill opened her mouth to speak, but found her own words falling flat as she cleared her throat and tried again. “Certain parties feel…” She stopped and frowned, relenting to Fury.

“I’m going to be straight with you, son, and cut right through the bullshit,” Fury said bluntly. “They don’t want to be Captain America anymore, because they don’t want to have to explain to the world that you’ve always been black.”

To say that Steve was crushed by the news was an understatement. The man looked down right destroyed by the idea that he still wouldn’t be allowed to be a real hero. “But… but _I’m_ Captain America,” he said feebly. Tears were welling up in Rogers’s reddening eyes and suddenly it was painful for Phil to even look at him. Phil imagined that it was easier to be a part of the masquerade when there were no other options, but to jump ahead seventy years into a new world full of promises and face the same problems was devastating. “Jimmy… he was just the face. I’m the guy! I was always the guy. How… how can they elect one of us into office but I can’t protect them?”

The sound of paper tearing pierced the air and Phil realized he had been so fixed on Rogers that he never noticed Hill grabbing the list of names and shredding it to ribbons. “They were… just, just a suggestion,” Hill said thickly and if tears ever came to her eyes then she did well to hide them.

Rogers offered her a watery smile in a silent show of thanks, but it didn’t stop the damp drops from slipping down his chin as he bowed his head to hide them. 

“You’re still Captain America, son,” Fury assured him and it was strange to hear Fury call Rogers ‘son’ when he was several decades older than him. “You just say the word and I’ll gladly tell the Council where they can put their list of names.”

“Thank you,” he said sincerely as he wiped at his own cheek. He turned to Hill and said another tight “thank you” before looking back at Fury. “I want to be Captain America. They used my name for seventy years, they can get used to my face coming with it.”

-

Phil found Rogers sitting on one of the weight benches in the gym. He went there often when he wasn’t being poked and prodded and Phil could see from the pile of punching bags laying destroyed on the matted floor that he had been working through quite a lot that evening. 

Rogers was lost in thought when Phil approached him and even in a pair of dress shoes on a scuffed tiled floor, it was easy for Phil to get the drop on him. He was looking at the trading card Phil had given him, staring at the smiling face in the imitation suit saluting the camera proudly.

“I can look him up for you if you want,” Phil offered, his gentle tone enough to cause Rogers to jump ever so slightly in surprise. “Jimmy,” he clarified when he was met with a confused look.

Rogers gave a sad shake of his head. “Probably dead like all the others.”

Phil nodded as he sat down on the opposite end of the weight bench. “Maybe, but… it’d be nice to know if he ever made it big, wouldn’t it?”

He said nothing to that, only flipped the card over and carefully read the brief little biography written on the back. “They didn’t want to call me Captain America back then, either,” he sighed mournfully. “Jimmy was going to be Cap and my code name would be The Eagle. I didn’t get it. Peggy didn’t either. She told them it was stupid and we both fought until I got to keep my name.”

Phil frowned thoughtfully at the mention of Agent Carter’s name. “Were you and Peggy close?” he asked carefully. “I mean, I’ve heard stories about the two of you… are any of them true?”

“We were friends, I guess,” Rogers shrugged. “I didn’t know her for very long. She was there with me during boot camp and for the early days after the serum, but when I was placed in the colored platoons, I never saw her again. We wrote for a time, but it was hard to stay in touch with so much going on.”

“I’m sorry,” he said weakly. “I could look her up too. I believe she’s still alive.”

Again Rogers shook his head, but it was sadder this time. “I doubt she’d remember me.”

He chuckled kindly at that. “I find that hard to believe. You’re not exactly a forgettable guy.”

Rogers turned to him and smiled and it was so warm and tender that Phil couldn’t help falling in love again. He stiffened slightly as Rogers shifted closer before pointing a friendly finger in his direction. “You don’t have an accent, but I bet I can guess where you’re from,” he teased.

Phil felt his throat tighten and his stomach grow cold. “Yeah? Where?”

“Boston.”

A wave a relief washed over him at the surprisingly accurate answer. “How’d you know?”

Rogers smile broadened. “Just lucky I guess.”

**Notes for the Chapter:**

> I know that the President in the MCU is white, but I decided to change it to Obama for this story.


	8. Superheroes

**Summary for the Chapter:**

> Where Captain America is the latest recruit of the Justice League.

**Notes for the Chapter:**

> Crossover with the DCA, specifically Justice League Unlimited. Basically knowledge is helpful, but not necessary.

Captain Atom had brought the idea to his attention and it seemed like a natural suggestion coming from a fellow military man slash government weapon, but it was ultimately the Founders who made the call to recruit him. Captain America was flattered and when Superman shook his hand and gave him word that his membership had been approved he was surprised to find himself feeling apprehensive about the whole idea. It had only been two years since he had come off of the ice and adjusting to the world of the future had been hard enough before he had learned that the planet was now crawling with aliens and wizards and super people. 

Learning about Atlantis and Themyscira had been mind boggling in its own right, but then the Thanagarians had invaded and the world had almost crumbled, literally, without the help of the Justice League. Seven people had stopped that from happening and now they'd opened their doors and offered him a place amongst their expanding ranks. It all seemed too much.

He shuddered and glanced out the window that was apparently made of something a hundred times stronger than glass and gazed out at the Earth rotating peacefully below them. It felt like just yesterday he had learned about the moon landing, now he was standing in a satellite orbiting the planet. He wondered if the light headed feeling was a side effect of being in space or just something else entirely.

"Cool isn't it?" Captain America twisted around to see Captain Marvel approaching him. The man stood a good six inches taller than Captain America and had a body like a living sculpture, yet his eyes twinkled with nothing but innocence and he always seemed to have an earnest smile spread across his broad features. "I've been up here on and off for a _week_ now and I still can't stop looking at it." 

Captain Marvel proceeded to saunter up beside him, the fabric of his white and gold cape fluttering with his fluid movements. He leaned forward, all wide eyed and gleeful, and pressed his large hands against the not-glass. He reminded Captain America of a kid at the aquarium gazing at the fish. Only these fish were stars drifting billions of light years away in a darkened void. 

"So I heard you got your approval," Marvel said brightly as he tore his eyes away from the view, gazing at Cap as if he were a hundred times more interesting than the vastness of space. "That's awesome! We're part of the same team! Now there are three captains here: you, me, and Captain Atom. Isn't that funny?"

"Yeah, funny," Cap managed weakly, but found it difficult to hide how overwhelmed he felt. 

He and Marvel had been recruited at the same time and Cap couldn't grasp why anyone would need him when they had Captain Marvel... or Superman... or Wonder Woman... or Martian Manhunter. Even Batman, who had no powers at all, made Cap feel green at the gills, because the man had gone toe to toe with impossible odds and still seemed completely unflappable.

_Maybe I'm here for the number,_ Cap thought as he stared at Marvel's large hand, still pressed firmly against the space glass. It would make sense considering that, with no alien invasion in the foreseeable future, the League's efforts had been primarily focused on natural disasters and aiding international turmoil caused by political upheaval. Even someone like Superman could only be in one place at a time, which meant that Cap would likely end up serving as nothing more than crowd control when the big guns went off. He knew that there was no shame in the smaller tasks, but he was also feeling apprehensive about being another brightly colored cog in the big well oiled machine.

"Can I just say, that it's really cool that you're here," Marvel practically gushed, his glowing words drawing Cap out of his own head. "I mean, I read about you in school and how you fought Nazis and stuff. You're like the Superman before Superman!"

"I don't know about that," Cap said sheepishly. A part of him thought that Marvel was just blowing smoke, but the man was nothing short of genuine. "I mean, I'm sure Superman could have taken the whole Third Reich out by himself. I just got by with what I had."

What he had was a body at the very peak of human fitness, but it seemed like nothing compared to wonders Superman could produce.

"Hey, do you think I could hold the shield?" Marvel asked eagerly when his sharp eyes caught the sight of the vibranuim disk strapped to his back. "I mean, if you don't mind that is."

Cap smiled and easily pulled the hunk of metal off of the harness on his back. He couldn't see why someone like Marvel would be so interested in his little toy, but his blue eyes just about lit up like a kid on Christmas when he handed the shield to him. "Whoa! This is so cool!" he breathed as he stared in wonder at the polished star set in the center of the shield. "It's like holding a piece of history!"

His smile broadened and Cap decided right away that he liked Captain Marvel and his infectious enthusiasm. "So, what's your story, if you don't mind me asking? Are you an alien too?"

"Nope, I'm not an alien," Marvel said casually and Cap felt a bit relieved at that. "I got my powers from a wizard!" 

Cap silently hoped that his disappointment wasn't too obvious. "A wizard?"

Marvel nodded. "Yep, wisdom of Solomon, the strength of Hercules, the stamina of Atlas, the power of Zeus, the courage of Achilles, and the speed of Mercury." His eyes softened and Cap had a hunch that he had caught on to his anxious feelings. "This stuff must kinda freak you out, huh?" Marvel reasoned gently as he handed Cap's shield back to him. "I forget sometimes that this isn't normal for everyone, we all do in a way, but you've only been off the ice for a year."

"Two years," Cap corrected as he slid his shield back into its place between his shoulder blades. "And frankly, I'm a little miffed at Captain Atom. He didn't tell me it was going to be like this, but he's probably too accustomed to all this to even consider it weird anymore, right?" He sighed and rubbed at the fabric covering the back of his neck. "I guess I'm just used to being in a world where I was the only special guy, but now I'm down right average compared to all of you."

"Well, I don't know about that," Marvel shrugged. "I mean, you've got powers, even if it's not flight or heat vision it's something, and some of the other guys don't. Like Batman for example! Plus there's Green Arrow and Vigilante. They don't have powers but they do kick a lot of butt."

"Yeah, you have a point," Cap relented, but he still felt out of place even amongst the powerless. 

-

"You look a bit lost."

Captain America jumped at the sound of the new voice approaching him from behind. He was embarrassed at being caught off guard, but he reasoned it was due to being around so many people accustomed to moving as quietly as possible. On the other hand it may have been the confusion that had fogged his head all day that had allowed Cap's defenses to weaken. The Watch Tower was a massive place, with more floors than a skyscraper and a city's worth of people occupying every one of them. Not all of them were super heroes, as Cap soon discovered, as a number of technicians and workers of various kinds milled about the facility as well, helping to take care of the minor details while the capes all focused on prepping themselves for the next crisis.

He turned around to face the newcomer and found himself staring at a navy and gray suited man. The man was average height with a somewhat athletic build and a dark blue mask with a pair of goggles with orange lenses that hid most of his features save for the square jaw and kind smile he was currently offering Cap. 

"I guess I am," Cap said sheepishly as he did his best to return the man's friendly grin. "I was looking for a library and ended up here."

It was mostly true. Cap's original plan had been to head for the gym, because working up a good sweat usually helped to clear his head when he was feeling a bit out of sorts, yet that plan had been interrupted when he found the Tower's training facilities filled to near capacity. Cap reasoned that he should have expected as much, considering the company he was currently surrounded by, but he once again found himself feeling out of place as he watched Black Canary mop the floor with every masked man or woman that spared with her. The idea of a working out quickly lost its appeal, because Cap didn't like to be watched at the gym under normal circumstances and being in the presence of titans made him all the more uncomfortable.

The idea of heading for the library had come to him soon after that, because Cap realized that he would be better off gathering some information about the people he would soon be working with than shrinking off and hiding from them in the shadows. Yet the Tower was nothing short of a maze and the legends and maps posted on every wall did little to help given that they were made of holograms that shifted into other languages every few seconds. Given all that he shouldn't have been surprised that he had ended up in what appeared to be more of a longue area as opposed to an actual research center and as he stood in the entrance of the dimly lit room peppered with masked men and women, he once again felt like escaping before anyone could take notice.

Yet the man behind him did notice and suddenly Cap felt trapped on the spot. "Yeah, this place can be pretty overwhelming, especially if it's your first day."

"Well, I've been on the Tower before, but this is the first time I've been without an escort."

The man nodded. "Well I could show you around, but I have a feeling you could use a stiff drink."

"I don't really drink. Well, I _can_ drink it's just..."

"I know," the man interrupted with an apologetic smile. "High metabolism, but it might be good for you to just sit and unwind for a bit. What do you say?"

It was a reasonable enough offer and Cap saw no reason not to trust the man when they were in such a highly guarded facility. "Sure, why not."

The two headed over to the bar and sat on one of the plush stools where Cap and the man both ordered themselves a beer. Cap took a sip of the bitter and felt nothing, but the taste was familiar and that made him relax more than the alcohol ever cold. At the far end of the room sat a man in a purple trench coat and matching fedora who sported a mask that rendered his face an expressionless blank, in one of the booths sat what appeared to be a cowboy sharing a drink with a medieval knight, and when the door swung open two women walked in one of whom appeared to be a gypsy and the other a magician. Cap frowned and took deep gulp of his glass.

"The name's Phil by the way. Phil Coulson." Cap turned just in time to see the man beside him pull off his mask before offering him his hand and the casual nature of the gesture had him stunned into silence. The man was a bit older than he had anticipated, with thinning brown hair on the top of his scalp and deceptively gentle features that pulled into a friendly smile.

He smiled, doing his best not to make the gesture come off as too uncertain, before accepting the hand and giving it a firm shake. There was something metal and glowing attached to Coulson's hand, embedded just below the wrist and Cap did his best not to stare. "Captain America," he said instantly. "Or should I say Steve Rogers? I don't quite understand how this sort of thing works around here."

"Depends on the cape," Coulson shrugged once his hand was free from Cap's hold. "Most keep their civilian identities pretty fairly guarded, while others are publicly known. Seeing how just about every kid read about you in school, I doubt you'll need to keep the mask on twenty four seven if you're not entirely up to it."

Cap accepted this with a crisp nod, but didn't bother to remove his cowl. Somehow it just felt a bit more natural to have it on given his surroundings. 

"So how are you adjusting so far?" Coulson asked kindly.

"Okay, I guess," he said. "I haven't really gotten to know much of the team, aside from Captain Marvel, but he's a new recruit too."

Coulson nodded. "It'll take a while before you familiarize yourself with the whole crew, given just how large the roster is. For now, just focus on the main seven. Batman's a bit stiff, so just do your assignments and try to stay out of his way. Flash and Superman are friendly enough, so feel free to go to them if you ever need any help. Wonder Woman and Hawkgirl are sort of the muscle, but things between them are a bit tense right now so try to toe the line there. All the assignments come from the Martian, so you're not likely to hear from him unless you're being shipped out."

Cap listened intently, taking all of the offered information in. "And Green Lantern?" 

"Consider him somewhere between Batman and the ladies," Phil shrugged. "I'm actually surprised he hasn't approached you just yet. He's quite a fan of yours."

Cap stiffened at the comment, because it was hard to imagine a man who could wield a magic ring impressed by his work. "Really?"

Coulson nodded as his smile widened ever so slightly. "He read your comics as a kid. A lot of us did." Cap's brow arched at that and even in the dimly lit bar he could see the faint touch of pink that spread across Coulson's cheeks as he ducked his head and looked back to his drink. "I'm something of a fan myself. I even have a set of vintage trading cards."

He took another gulp from his glass and silently wished to feel a buzz or tingle of some kind. The idea of having his face printed and sold on merchandize was nothing new, but hearing the words "vintage" or "antique" in relation to them was still hard to process. His head still spun at the knowledge that someone older than him had grown up seeing his face and hearing about his adventures, knowing personal information that he never would have thought would be repeated. Cap had even once seen an online auction where someone had claimed to have found his _toothbrush_ and was attempting to sell it for no less than one thousand dollars. The real shock was that people were actually bidding with vigor.

The glass was nearly empty when he placed it back down on the counter and Cap suddenly hoped he wasn't being rude. "So, um, what's your story?" he asked at length. "Are you an alien? Or did a wizard give you powers?"

"Nothing as glamorous as that," Coulson said with a dismissive wave. He turned in his seat to face him and Cap was able to see a matching strip of glowing metal embedded on his other arm. "I'm the last of Project Centipede, a government initiative that involved taking half dead soldiers and pumping them with a modified version of the super soldier serum."

Cap blanched at Coulson's bitter tone and the idea that someone had actually attempted to replicate the formula that had created him. Then again, perhaps it wasn't too much of a surprise given all that this world had to deal with in the years prior to his unfreezing. "Well, um, does that mean..."

"Am I as strong as you?" Coulson finished evenly. "No. Not as agile or durable either, but I'm pretty fast."

"And you're alive because of Centipede."

"Yeah, but I didn't ask to be," Coulson snapped, but then quickly frowned and shook his head. "Sorry, I'm still a bit sore about it."

"It's okay, we don't have to talk about it," Cap said reasonably, because there was still a lot that he didn't want to talk about either.

The silence that settled on them as they finished off their drinks was heavy and a bit tense, but Coulson still managed to smile, weakly, when he turned back to face him. "I suppose I'll show you to the library now," he said at last when he slid off of the bar stool. "Although, I'll have to warn you, it's pretty extensive so even that can be something of a maze."

Cap frowned at that and suddenly he didn't feel up to doing research if it meant getting lost in a labyrinth of books. "In that case, I'd better just head back to the bunks and get settled in."

"You're staying on the Tower?" Coulson asked curiously, his tone making it obvious that he was being careful not to pry.

Cap nodded. "Unfortunately I don't have anything permanent set up back on Earth. The government didn't exactly let me walk out the front door when I was thawed out and me joining the League didn't sit well with them either. Without the facility’s living quarters, I'm pretty much homeless."

"You're not the only one," Coulson shrugged as he pulled his cowl and goggles back over his face. "This satellite is packed with orphans, refuges, and runaways. Wonder Woman's been banished from Themyscira, Superman and the Martian are the last of their respective races, while Hawkgirl was abandoned by the Thanagarians. And if you're ever feeling overwhelmed by the future, just think about how Shining Knight feels." Coulson nodded his head towards the medieval knight next to the cowboy. "He was part of King Arthur's round table and now he's here."

He frowned thoughtfully at that. It sounded like the Watch Tower was the loneliest place orbiting Earth. "Well that certainly does put things into perspective." He shifted awkwardly and rubbed at the back of his head. "I still think I'll put the library off for another day, but, um, do you think you could help me find my way back to my room? I'm still not quite sure just how to make heads or tails of those maps."

"Sure," Coulson said pleasantly, his smile widening a touch as he turned towards the door. It was then that Cap caught sight of the glowing metal attached from the base of his skull and down to the small of his back. It didn't look particularly painful, but Cap still had to stop himself from cringing at the sight of it.

"You know, you never told me your codename," Cap mentioned when they stepped out of the longue and into the comparatively bright hallway. "Or do you just go by Phil Coulson on the field?"

Coulson's mouth is the only part of his face that Cap can still see, but he noticed right away that his lips pressed themselves into a tight line at the mention of codenames. "Officially, it's 'Centipede,' but I'm not exactly crazy about it," he said with a shrug. They rounded the corner and found their way to elevators with no trouble at all. Cap stood back as Coulson reached the control panel and pressed the down button. "I want to change it to something a bit more pleasant and simple." The bitter frown disappeared and was replaced by a smile that seemed a bit more genuine than the pleasant ones that Coulson had been flashing most of the night. "Maybe 'Cheese.'"


End file.
